Noble Hunter
by 686 Ebullient Prism
Summary: The actions of Noble Six have been noticed by the Four Maidens of Remnant. What will happen to him when he wakes up in an unfamiliar world? Discontinued. Reboot in the works
1. Prologue

**Noble Hunter**

 **Prologue**

Noble Six stood alone on a raised platform staring out at the war-torn landscape before him, unfazed by the hordes of Covenant minions. He was 17, one of the oldest Spartans in Beta Company.

And now, the last one surviving.

He had had everything taken away from him when he was five. He was driven by pain and suffering and anger. Beta Company used that to turn him into the Spartan-III super soldier he was now. His only family, his Spartan brothers and sisters, were lying on the ground, unmoving. Every one of them had met their demise in the line of action.

And now, he faced his own.

The phantoms dropped off battalion after battalion of Covenant troops. Spartan B312 sighed. He had delivered the package and the Pillar of Autumn had taken off. His mission was over.

Now, all he could do was take as many Covenant troops as he could with him to Hell.

Six began his descent off the platform, passing by Marines and Spartans alike, their corpses covered in plasma burns.

Spartan B312 pulled out his DMR and stalked silently toward an unsuspecting group of grunts. He took them all out with one clip. A nearby hunter noticed the enraged Lieutenant and fired its Assault Cannon at him. Six front flipped over the projectile and landed on the Mgalekgolo's back with an extra boost from his armor's thrusters, planting two more Plasma Grenades and immediately ducking behind a broken-down car. The result was a fountain of the orange blood and worms of the now headless monster.

Six had to be careful not to take any more major hits. He threw the rest of his grenades and vaulted over the wrecked car, killing nearly all of the grunts in his vicinity and startling the remaining Elites. A series of Wraith mortars exploded next to him, disabling his shields and DMR and smashing him into a nearby wall. B312 took off his cracked and bloody helmet, revealing an extremely pale, almost albino face.

" Come at me, you Covvie bastards!" He yelled with his dark hair matted with blood.

A Sangheili Ultra charged him with a Plasma Rifle, but was silenced by a quick burst from the Lieutenant's DMR. Six noticed a blip on his radar and swung out his fist, knocking down an Elite general attempting to attack him from behind. He finished it off with his magnum but was hit by a barrage of plasma fire. Despite being critically injured, the Spartan-III managed to remain standing. Firing an abandoned Assault Rifle from the hip in one hand and a magnum in the other, B312 managed to kill a Minor and a Zealot before being knocked onto the ground by an Ultra.

Another Zealot appeared, trying to put down the Spartan with an Energy Sword. The Lieutenant kicked the Ultra away and knocked the sword out of the Zealot's hand. Yet again, the Ultra attempted to restrain the struggling Spartan-III but was elbowed in the face. A SpecOps Elite watched as the Elite Zealot activated the Energy Daggers concealed in its wrist armor and stabbed downwards.

Nearby, Six's shattered helmet laid on the ground, left in the dust.


	2. Chapter 1

Chapter 1

Six braced himself for the burning of an Energy Dagger entering his chest. He would die defying the enemy to the end, like a true Spartan would. But the pain never came. He opened his eyes.

B312 sat up and looked at his surroundings. All around him as a blank white space- and he wasn't alone.

Spartan B312 looked around and saw four strange girls with him. The first had white hair that was tied back in a bun and was wearing a long blue dress with a white hood and was glowing with a light blue aura. The second had green hair tied up in a ponytail and was wearing a green sundress and was glowing with a grass green aura. The third had straight, waist- length red hair and was wearing a white tank top with a collar and brown overall shorts and was glowing with a ruby red aura. The last had blond chin- length bangs and was wearing a white shirt and a yellow ankle length skirt. She was glowing with a sunflower yellow aura.

Six paused and asked, " Am I dead?"

The girl wearing a blue dress giggled and said, " No, silly, you aren't dead. And we are not angels. I am the Winter Maiden, next to me is the Spring Maiden, second-to-last is the Summer Maiden, and last is the Fall Maiden."

B312 nodded at her answer. " Oookayyyy… so what am I doing here?"

The Spring Maiden answered, " We rescued you just before you were killed."

"Huh?"

The Fall Maiden put her hands behind her back and pulled out… Six's GUNGNIR helmet, but there was no sign of battle damage on it. " We left a broken copy on Reach so your enemies think you're dead."

The confused Spartan-III asked, " How do you know about all of this?"

The girls looked at the floor. " We've… been watching for long enough. Humanity has done some horrible things, especially in our world… but we do not deserve extinction. The Covenant is despicable to wish to purge us."

Six was shocked. " Your…world? Wait, are you saying-"

The Fall Maiden answered, " Ah, yes. We are from a different dimension. Our planet, Remnant, is very similar to where you are from, but with a few small differences: One, humans coexist with another species called Faunus, who are basically humans with at least one animal body part. Two, our world is overrun with soulless monsters called Grimm. Three, our world's powered by naturally- forming crystals called Dust, which take many different forms. They are used in vehicles and weapons."

Spartan B312 blinked. " Okay… so, wait, can you send me back? The UNSC needs all the personnel they can- "

The Summer Maiden shook her head dejectedly. " No, we cannot. Dimensional travel is a one- way trip. Do not worry. I can see another Spartan who will end this war."

" Then… where will I go? What purpose do I have? I was, and always will be, a soldier."

" You can seek refuge in our world, and we will provide you with some equipment from your world to aid you. Our world is also in a time of great need, Spartan. I am confident that you have the ability to bring peace to our people. After all, that was why Spartans were created, was it not?"

Six nodded, putting on his helmet. " Yes… yes it was." He stepped through a portal the Maidens created and disappeared in a column of light.

* * *

Six didn't know what to think as he walked down the street. A couple of glowing girls had somehow saved him from certain death and teleported him to a different dimension, which was similar yet different to his world. He inspected his armor. His HP/Parafoil armor looked factory new and his GUNGNIR helmet… B312 ran his hand over the cold metal. There was not a scratch or a dent to be found. He grabbed a long, green hooded cloak off a clothesline and draped it over his armor so as not to attract extra attention.

B312 was suddenly shaken out of his thoughts by the sound of shattering glass in the distance.

Six unholstered his DMR and rushed around the corner, just in time to see a young girl smash a man in a black suit holding a pistol through a store window. She was petite and had silver eyes and short black hair with red highlights. She was dressed in a black blouse, a black waist cincher with red lacing and a skirt with red trimmings, completed by a red, hooded cloak. But what caught Six's attention was what she was holding.

 _A six- foot transforming scythe._

Its frame was colored rose red with black trims, with its large scythe blade forged into a crescent shape and had what looked like a magazine on the shaft.

 _' Who gives something like that to a little girl? I understand that Remnant is overrun by monsters and criminal organizations, but damn!'_ Six thought.

A very angry-looking man with a cane slowly stepped into view. He had bright orange hair with long bangs covering his right eye and was wearing a black bowler hat with a red band. He had a red- lined white suit and a small grey scarf on and was wearing black shoes and pants.

 _' He must be the leader of this little operation,'_ B312 thought as the man motioned for his lackeys to charge at the petite girl.

The short girl slammed the tip of her scythe into the ground and swung her feet around, kicking a swordsman in the face with both feet into a streetlamp. She lept into the air and landed with her scythe behind her back and fired something from the top of the scythe, using the recoil to spin around and knock out three more attackers. The magazine on the scythe's shaft made a lot more sense to Six now.

 _It was also a gun._

The petite girl was now surrounded by ten men in black suits and red sunglasses with either swords or pistols. She reloaded her scythe (Scythe? Rifle? Scyfle?) and glared at the orange- haired man, who grinned.

B312 chose that moment to step in. He activated his Active Camo and sneaked up behind one of the men and tapped his shoulder. The swordsman spun around, only to receive an invisible armored fist to the face, sending him flying. Six fired his DMR and managed to finish off the rest of the bewildered thugs before the man he had punched even hit the ground. The girl looked around, just as confused as the men. Six then deactivated his Camo, making the girl gasp, and pointed his Magnum at the orange- haired man.

The man stepped backwards, a shocked expression spreading across his face as he stared at the nearly seven-foot behemoth before him. " What are you?"

Six smiled behind his helmet. " I am a Spartan. And your little operation ends here."

The man shook his head, smirking. " I think not, Green." He raised his cane and fired a flare at them.

Six and the little girl were thrown backward from the explosion. When the smoke cleared, they immediately looked around for the man. " He's right there!" she exclaimed. Sure enough, the man was climbing up a ladder onto the roof. Six and the little girl followed the mysterious man up, only to see him climb into a VTOL tiltjet aircraft that was waiting for him.

" End of the line, Red, Green!" He yelled as he threw a red Dust crystal onto the roof, which fell right in front of the girl. He fired a flare from his cane at the crystal, making it explode.

Six braced himself for the blast, but it was suddenly blocked by a middle-aged woman with light- blond hair tied back in a bun and ovular glasses wearing a white long-sleeved suit, a black business skirt, black boots and a tattered purple cape. She was holding a thin, black riding crop that was somehow projecting some a glowing purple symbol in the air that protected them from the explosion and slowly faded away. The woman pushed her glasses up and swung her riding crop, projecting purple beams of light that slammed into the aircraft. The orange-haired man stumbled and went into the cockpit of the VTOL. The blond woman raised her riding crop. This time, the riding crop projected a purple ball of energy that flew into the air, where it exploded, making storm clouds form above the tiltjet. The woman then swung her riding crop downwards, making yard- long icicles fall out of the dark clouds and slam into the armored aircraft.

A dark- haired woman wearing a red mini-dress with gold designs stepped out of the VTOL's cockpit. The golden designs on her dress burst into flame and she started throwing fireballs at the trio on the roof. Six threw down a Bubble Shield, blocking the blasts and firing back with his DMR. The little girl followed his example and transformed her scythe into a blocky- looking rifle, firing back at the aircraft. The bubble shield turned red and deactivated, leaving the trio on the roof vulnerable. Three more fireballs exploded at their feet as the aircraft turned around and flew into the distance.

The trio stood there in silence for a good while. Suddenly, the little girl turned to the blond woman. "You're a Huntress? Can I have your autograph?"

Six slowly put his head in his hands.

* * *

Six was sitting behind a small table in a dark room. He heard somebody step into his cell and raised his head. A middle-aged man with gray hair and shaded spectacles wearing an unzipped black suit over a buttoned vest and green undershirt was standing in front of him along with the woman with the riding crop. " We would like to ask you some questions." He said.

" Shoot," replied the Spartan-III.

" What is your name, and where exactly did you get this kind of equipment?" The woman with the riding crop held up a small screen showing a video of Six going invisible and taking out the thugs surrounding the little girl and another of him deploying the Bubble Shield.

Six ad-libbed a cover story on the spot." My name is Nathan Mendez. My father was an engineer and a scientist and was the one who helped me design my weapons and equipment. My family was killed by Grimm and I now use them to hunt the damn monsters." Six didn't need to act as the cover story wasn't too far from the truth.

" I see. Do you know who I am?"

Six answered, " No, can't say I have. Why?" He crossed his arms and leaned back in his seat.

" I am Professor Ozpin, the headmaster of Beacon, a prestigious combat school here in Vale. Ms. Goodwitch here is my assistant."

B312 widened his eyes. " Wait, are you going to ask me-"

Ozpin nodded. " Yes, I am. Would you like to enroll in a school that specializes in what you do best?"

Six grinned. " Hell yes."


	3. Chapter 2

**Chapter 2**

A white hulking airship landed in one of the many docking bays of the famous Beacon Academy. A long gangway extended to the ground and new and returning students alike poured out of the huge set of double doors. Six was one of the last to disembark the gargantuan craft.

Six took in his surroundings. In front of the airship docks was a wide stone path that was lined with Victorian double headed streetlamps and elaborate red and white banners. The path led to a beautiful stately edifice with imposing flying buttresses and towering spires, which was surrounded by a circular moat and intricate arched bridges. The Academy reminded B312 of the ancient Victorian cathedrals on Earth that he had seen in history lessons. In fact, the entirety of Vale was a spitting image of ancient pre- Great War Earth. The Spartan wondered how long the peace these people took for granted would last.

B312 stepped into what looked like a very elaborate amphitheater, where many of the other students had already arrived. It had raised bleachers arranged in a circle around a circular stage that had an ornate backdrop with blue lights. There was also a large, open area in front of the stage where students could stand.

Six was shaken out of his thoughts when he heard someone clearing their throat loudly. He snapped to attention, turning his gaze to the stage, where Ozpin and his assistant stood.

" I'll keep this brief," Ozpin began, pushing up his spectacles. " You have traveled here today in search of knowledge, to hone your craft and acquire new skills. And when you are finished, you plan to dedicate your life to the protection of the people. But I look amongst you and all I see is wasted energy in need of purpose, direction. You assume knowledge will free you of this, but your time at this school will prove that knowledge can only carry you so far. It is up to you to take the first step."

, Ozpin's assistant and the lady who had aided Six and the scythe- wielding girl, stepped up. " You will gather in the ballroom tonight. Tomorrow, your initiation begins. Be ready. You are dismissed."

Noble Six followed the crowd into the ballroom of the magnificent academy. Sleeping bags of all shapes and sizes filled the massive space of the empty ballroom. A series of loud noises rang out outside. Six got up and opened the doors to see what looked like four sealed UNSC Ordnance Pods. He looked up at the sky, just in time to see a glowing white portal close, identical to the one he stepped through to get to Remnant. Six smiled. ' Note to self: Thank the Maidens next time I see them.'

The pods' metallic shells hissed and spread apart like flowers, the contents giving off white wisps of steam from the intense heat from air friction. Six pulled a heavy M6/E Spartan Laser from the first pod, the Selene's Lance variant, to be exact, with faster charge time, longer beam duration, and additional battery capacity. It had a white paint job with green and red stripes. Six slid the heavy weapon onto the magnetic strips on his back as he scrutinized the contents of the next pod, a more powerful variant of the M4D Tactical Shotgun, the Blaze of Glory, with added range and faster projectiles. The third pod contained what seemed like a copy of the legendary Nornfang variant of the SRS 99- S5 Sniper Rifle wielded by Linda-058, sporting camouflage paint and yellow stripes. The rifle fired high- explosive, armor piercing rounds that devastated vehicles and enemies alike. The fourth and last pod contained tons of extra ammunition for the aforementioned weapons. Six smiled as he silently collected his new supplies and headed to the locker rooms.

The lockers seemed to have holographic pads that could be used for entering a passcode and were equipped with some form of rocket booster on the underside for some reason. The passcode, 72452, was written on a sticky note inside the locker. Six was appalled by the ridiculous use of money. ' _Jesus, if everybody has one of these rocket lockers… how much money does this academy have to burn?_ ' He thought as he stored his ammunition, equipment and numerous weapons before returning to the crowded main room. Six, accustomed to surviving in horrible conditions, sat down in an unoccupied corner and closed his eyes.

B312 suddenly felt something heavy landing on his chest.

" _Ohmygoshyou'retheguyfromyesterdayyouweresooooocoolhowdidyoudisappearlikethatisityoursemblance?"_ Six looked up to see the scythe- wielding girl from before on his chest firing questions like at him like a machine gun. ' _Man, does this girl ever breathe?'_

" Who's this guy, Ruby?" A cheerful voice piped up.

Behind her stood a golden blond girl in an orange tank top and black boy shorts.

" I am Noble Six." Six was very uncomfortable as he had next to no experience interacting with civilians, as he had been shut away for most of his life.

" Is that, like… a code name, or something? It doesn't sound like an actual name." The blonde guessed.

" Well, you can call me Nathan as well, but I'm more accustomed to Noble Six or Six."

Ruby, as she was apparently called, crossed her arms. " I prefer Nathan. I'm Ruby, by the way. Ruby Rose." She turned her head and stared at the blonde girl behind her.

The blonde took the hint and quickly said, " Yang Xiao Long. I'm her sister."

Six was confused. " You look nothing alike. Was one of you adopted?"

Ruby giggled and answered, " We're half- sisters. We have the same dad."

" Ohhhh. So what brought you here? Why do you want to be a Huntress?"

" As a girl, I wanted to be just like those heroes in the books. Someone who fought for what was right, and who protected people who couldn't protect themselves." Ruby replied, getting off Six's chest armor and standing up.

" That's very ambitious for a child. Unfortunately, the real world isn't the same as a fairy tale." Six remembered feeling the same way before he had lost everything to the Covenant.

" Well, that's why we're here. To make it better." The optimistic girl replied with a small smile on her face.

Yang, who had remained silent this whole time, suddenly hugged Ruby and lifted her off the floor. " Ohhh, I'm so proud of my baby sister!"

Struggling against her sister's iron grip, Ruby yelled for her to cut it out and punched Yang in the face. The half- sisters then became a ball of flying dust, fists, and feet on the floor.

" Well, Ruby, Yang, it's been a pleasure to-"

Six was cut off by a cranky- looking white- haired girl in a light blue nightgown. " What in the world is going on over here? Don't you realize some of us are trying to sleep?"

Ruby and the bossy girl glared at each other. " Oh, not YOU again!" they shouted in tandem.

" Hey, what's your problem? She said she was sorry!" Yang angrily asked.

" She's a hazard to my health!" The princess pouted, stomping her foot.

Ruby tried to calm everybody down. " Guys, Weiss's right, people are trying to sleep!"

" Oh, NOW you're on my side?" The haughty girl, or Weiss as she was called, crossed her arms.

" I was always on your side!"

" Yeah, what's your problem with my sister?" Yang butted in.

Six rolled his eyes and punched the light switch.

* * *

B312 opened his eyes. Years of Spartan training had triggered some kind of internal clock that woke him up at exactly six in the morning, as punctuality was key if you didn't want to run twenty extra laps.

B312 headed to the locker rooms and opened his locker. He slid the Selene's Lance and Blaze of Glory onto the magnetic strips on his back and clipped a Magnum and an Energy Sword onto the strips on his thighs, making sure to pack extra clips into the many pockets on his armor. As he was checking his weapons for malfunctions, he happened to overhear a conversation between two of his peers.

" We should come up with a signal, a secret signal so we can find each other in the forest. Can you imitate a sloth?" A bubbly girl with short orange hair and turquoise eyes piped up. She wore a collared black vest that ended at her waist and a white sleeveless top that formed a tiny heart shape between her cleavage and collarbone, with a white detached sleeve on each arm. She sported a pink skirt and armor that began in the middle of the shoulder and neck and ended by the waist.

" Nora?" Her tired-looking companion asked. He had long black hair tied into a ponytail that ended midway down his back. There was a magenta streak on the left side of his hair, matching his eyes. He wore a dark green tailcoat with black and gold trimming and pink cuffs and a black, long-sleeved shirt beneath it. Light-tan pants with black shoes completed his outfit.

" Yes Ren?" Nora asked in turn.

" I don't think sloths make a lot of noise."

Nora thought for a second. " That's why it's perfect! No one will suspect we're working together."

" Come on Nora," Ren said tiredly, closing his locker. " Let's go."

" But not TOGETHER, together." Nora giggled happily, following her companion.

" Wonder what's got them so worked up?" A high-pitched voice asked.

Six turned around to see Ruby and Yang.

" Oh, who knows?" Yang answered. " So you seem awfully chipper this morning."

" Mmm, yep, no more awkward talk or getting to know you stuff. Today I get to let my sweetheart do the talking." Ruby took her folded- up scythe and started coddling the weapon like a baby.

" Well, remember Ruby, you're not the only one going through initiation. If you want to grow up, you're going to have to meet new people and learn to work together."

Ruby groaned loudly, rolling her eyes." UGH, you sound like dad! Okay, first of all what does meeting people have to do with fighting? And secondly, I don't need people to help me grow up. I drink milk." She crossed her arms.

" But what about when we form teams?"

Ruby turned away and looked worried. " Uh, I don't know, I'll just be on your team or something…"

" Maybe you should try being on someone else's team?" Yang asked, fixing her hair.

" My dearest sister Yang, are you implying that you do not wish to be on the same team as me?" Ruby pointed an accusing finger at Yang's face, narrowing her eyes.

Yang backed up. " Wh-what? No! Of course I do! I just thought… I don't know, maybe it would help you break out of your shell!"

" What the- ! I don't need to break out of my shell, that's absolutely-"

" Ridiculous!" A blond kid holding a piece of paper walked by. He wore a white chestplate and shoulder armor. Under the armor, he wore a black hoodie with reddish-orange sleeves. He had two brown belts crisscrossing his waist along with blue pants and black high-tops.

' _Huh, nice timing,_ ' Six thought as the boy continued his rant.

" There's no WAY I put my gear in locker 636 yesterday! I would've remembered having to count that high! Ugh, why does this have to happen today?" The boy walked straight past Weiss, who was talking to a girl who Six recognised as Pyrrha Nikos from a news broadcast when he was on the airship.

Pyrrha wore her red hair in a waist-length ponytail, curled slightly into a loose ringlet, and had vivid green eyes. She also wore light-green eyeshadow around the far upper corners of her eyes.  
Her top consisted of two layers. The top layer was a light-brown, strapless top split divided vertically with some bronze patterns. The bottom layer was a low bronze V-neck. Pyrrha wore an elastic, black, A-line miniskirt and brown opera-length gloves on both arms. She wore a red ankle-length drapery that appeared to be wrapped around her skirt. She also sported a large bronze gorget around her neck, and a bronze bracelet on the upper half of her left arm. She had elaborate bronze greaves that start below her mid-thigh, continuing downwards into her boots and a pair of cuisses that begin mid-thigh and end slightly above her knees. She also donned a bronze bracer on top of the sleeve on her left arm. Her high-heeled boots reached up to mid-calf.

" So, Pyrrha, have you given any thought to whose team you would like to be on?" Weiss asked. " I'm sure everyone must be eager to unite with such a strong, well- known individual, such as yourself."

" Hmmm, I'm not quite sure." Pyrrha answered, looking away. " I was planning on letting the chips fall where they may."

" Well, I was thinking maybe we could be on a team together." The white- haired princess replied hopefully.

" Well, that sounds grand!" Pyrrha put her hands on her hips.

" Great!" Weiss cheered. She turned away from Pyrrha with a sadistic look in her eyes that made Six shudder.

" You know what else is great?" Weiss turned around to see the blond boy from before leaning on the lockers behind her. " Me, Jaune Arc. Nice to meet you."

Weiss crossed her arms. " You again?" She said exasperatedly.

" Nice to meet you, Jaune." Pyrrha piped up.

" Yeah, yeah." Jaune brushed her off rudely to talk to Weiss. " So, Weiss! Couldn't help but overhear your fondness of me the other day." He started flexing his arms.

Weiss looked away, facepalming. " You have got to be kidding me."

" Don't worry, no need to be embarrassed! So, been hearin' rumors about teams! I was thinking you and me would make a good one. What do you say?" Jaune crossed his arms and scooted closer to Weiss.

Pyrrha, who had been silent throughout the entire exchange, decided to correct him. " Actually, I think the teams are comprised of four students each, so-"

Jaune turned towards her, cutting her off, and continued with his train wreck of a pick- up attempt. " You don't say. Well, hotstuff, play your cards right and maybe you could join up with the winning team." He said cockily.

Weiss decided she had enough and squeezed between Pyrrha and Jaune, pushing them apart. " Jaune, is it? Do you have any idea who you are talking to?"

" Not in the slightest, Snow Angel." Jaune replied, clueless.

" This is Pyrrha." Weiss pointed behind her at Pyrrha, who waved at Jaune.

" Hello again!"

" Pyrrha graduated top of her class at Sanctum." Weiss stated.

" Never heard of it." Jaune shrugged.

" Ugh, she's won the Mistral Regional Tournament four years in a row… a new record!" Weiss continued in a slightly miffed tone.

" The what?"

Weiss glared at Jaune, incredulous. She started flapping her arms around in exasperation. " She's on the front of every Pumpkin Pete's Marshmallow Flakes box!"

Jaune gasped. " That's you? They only do that for star athletes and cartoon characters!"

" Yeah, it was pretty cool. Sadly, the cereal isn't very good for you." Pyrrha answered.

"So, after hearing all of this, do you really think you're in a position to ask her to be on your team?" Weiss butted in.

Jaune turned his gaze to the ground. " I guess not. Sorry."

Pyrrha walked up to Jaune and put her hand on his shoulder, trying to cheer him up. " Actually Jaune, I think you'd make a great leader."

Jaune's mood did a complete 180. " D'oh, stop it!"

" Seriously, please stop it. This kind of behavior should not be encouraged!" Weiss reproached.

" Sounds like Pyrrha's on board for Team Jaune. Spots are filling up quick." Jaune resumed trying to get Weiss to like him. " Now I'm not supposed to do this, but, maybe I could pull some strings." Jaune bent over to look Weiss in the eye, who was quite a bit shorter than him. " Find a place for you. What do you say?"

Weiss backed up, uncomfortable. " Alright, that's a bit too close! Pyrrha, a little help please?"

A red and gold spear pinned Jaune to a nearby locker by the hoodie. " I'm sorry!" Pyrrha apologized.

" Would all first year students please report to Beacon Cliff for initiation?" Goodwitch's voice rang out through the speakers on the walls.

" It was nice meeting you!" Pyrrha exclaimed as she pulled her spear out of Jaune's hoodie.

Jaune sighed. " Likewise."

* * *

Six followed a small group of students, including Ruby and Yang, to a grassy cliff overlooking a lush forest, where Ozpin and his assistant were waiting for them. Fifteen silver platforms were built into the ground. B312, following the others' examples, stepped onto the one on his far left.

" For years, you have trained to become warriors. Today, your abilities will be evaluated in the Emerald Forest." Ozpin started.

His assistant continued, " Now, I'm sure many of you have heard rumors about the assignment of teams. Well, allow us to put an end to your confusion. Each of you will be given teammates. Today."

" These teammates will be with you for the rest of your time here at Beacon, so it is in your interest to be paired with someone with whom you can work well." Ozpin continued. " That being said, the first person you make eye contact with after landing will be your partner for the next four years."

" _Wait..._ " Six thought, confused. " _How are you supposed to choose someone you can work well with if the first person you see becomes your partner? What if you have bad luck and land next to a complete idiot?_ " Six shook his head. " _Shut up, Six. Don't think. Just go with it._ "

" After you've partnered up, make your way to the northern end of the forest. You will meet opposition along the way. Do not hesitate to destroy everything in your path or you will die. You will be monitored and graded for the duration of your initiation, but our instructors will not intervene. You will find an abandoned temple at the end of the path containing several relics. Each pair must choose one and return to the top of the cliff. We will regard that item, as well as your standing, and grade you appropriately. Are there any questions?" Jaune started to say something, but was immediately cut off. " Good! Now, take your positions."

Not sure what to expect, Six got into a sprinter's starting position, his left foot and knee touching the ground, expecting to be launched forward. He was shocked when he was launched _upward_.

B312 yelled as the motion of the platform combined with his unbalanced position flipped him head over heels into the air. His 1000- pound armor weighed him down drastically and he went only a third as far and half as high as some of the other students. He smashed through a layer of trees and hit the ground hard, creating a six- foot crater, ruining his cloak. However, his shields were practically untouched. He stood up shakily and shook himself off, pulling off the tattered cloak. The other students practically flew over his head.

" Well, better get moving," Six told himself, before accelerating to his full sixty kilometer per hour running speed, simply tearing through bushes and shrubs that were in his way.

Six ran for what seemed like ages without much opposition. As the other students had landed so far ahead of him, B312 had not found any sign of the others. A blip showed up on Six's radar as he vaulted over a narrow ravine. B312 noticed and headed straight for the anomaly, which turned out to be an eight- foot bearlike Grimm with black fur and bony spikes on its backs and arms, as well as a white, bone-like mask. He shoulder rammed the monster, which slid a few yards back, roaring.

" 'Sup Gigantor?" Six taunted. The bear growled menacingly, aiming a swipe at the Spartan's throat, which B312 promptly dodged. " Whoa, you kiss your mother with that mouth?" He ducked under another slicing paw and pulled out the Blaze of Glory, pumping it and firing a single shell which spread into a cluster of neon orange hardlight projectiles. The beast roared in agony as the projectiles dissolved its skin and flesh into glowing orange dust. Its attacks came faster and faster as the bear descended into a pain- fueled frenzy. The blows that Six didn't dodge were absorbed by his shields. B312 fired again and again, each shot tearing the ursine creature's body apart. It finally slumped over after Six mercifully fired a shell into its head. He inspected the rapidly disintegrating corpse before continuing on his way.

B312 arrived at a clearing in the forest. Weiss was sitting on top of Jaune, who had his face in the dirt. Pyrrha, who had arrived at the same time as Six, dodged a snapping claw from what looked like a gigantic scorpion while Ruby, Yang, Ren, and Nora stood off to the side.

" Great, the gang's all here, now we can all die together!" Yang piped up.


	4. Chapter 3

**Chapter 3**

" Great! The gang's all here! Now we can die together!" Yang exclaimed sarcastically.

" Not if I can help it!" Ruby dashed toward what looked like a gargantuan scorpion with a jet-black exoskeleton underneath several white, bone like plates upon its back, which were adorned with red markings.

" Ruby, wait!" Yang called out fearfully, afraid for her sister's life.

Ruby transformed her weapon into scythe mode and fired a round behind her, the ridiculous recoil sending her flying forward towards the monster. As she raised her scythe for an attack, she was slammed into the ground by a seven- foot pincer.

She pushed herself off the ground shakily. " D-do-don't worry! Totally fine!" Ruby stuttered. She turned with fearful eyes, and gasped as the scorpion was only a few feet away. Desperate, she fired a shot at the monster as she turned and fled, but the bullet ricocheted off of the scorpion's shell, barely making a scratch. She deactivated her weapon and placed it in a holster on the small of her back as the arachnid roared behind her, scuttling after her.

" RUBY!" Yang screamed, helpless, as she sprinted towards her sister, hoping to draw the Grimm away from her sister in some way. Just as she was halfway to her sister's position, a loud screech made her hair stand on end. She looked into the air to see a gigantic black raven with a mask-like, crested white bony structure overlaying the upper front of its head. Yang looked on, horrified, as the avian Grimm shrieked, shooting its feathers like arrows down at the clearing below. One pinned Ruby down by the cloak as the others embedded themselves in the ground in front of Yang, making her fall backwards onto the ground. She helplessly crawled forward towards her sister. " Ruby, get out of there!" Yang screamed.

Ruby tugged at her cloak in a futile attempt to free herself. " I'm trying!" she yelled in reply. The scorpion approached her, raising its stinger to strike. Ruby's silver eyes widened with fear and she hid her head underneath her arms as the stinger plunged down.

" You are so childish."

Ruby opened her eyes to see the monster's tail encased in a thick layer of ice, its stinger in Six's vice grip.

" Weiss? Nathan?"

" - And dim- witted, and hyperactive, and don't even get me started on your fighting style," Weiss continued, pulling her rapier out of the ground. " And I suppose, I can be a bit…"

" Bitchy?" Six suggested.

Weiss turned and glared at him. " Crude, but yes. But if we're going to do this, we're going to have to do this together." She leaned on her sword and narrowed her eyes at Ruby. " So if you quit trying to show off, I'll be… nicer." She stood up.

" I'm not trying to show off," Ruby murmured softly. " I just want you to know that I can do this."

" You're fine." Weiss reassured her, patting Ruby's shoulder before walking away.

Six tugged the feather out of the ground, freeing Ruby.

" Y'know, it's a lot more useful to impress yourself than someone else." Six commented before striding over to the squirming Grimm and aimed a push- kick at its face, making it screech in rage and pain, before walking away.

Ruby breathed a sigh of relief, closing her eyes and clasping her hands. She whispered gratefully, ¨ Normal knees.¨ She stood up and stared at the scorpion as it struggled to escape, its tail trapped in ice. " Whoa!"

" So happy youŕe okay!" Yang rushed up to Ruby and hugged her. Ruby grunted. For a moment, they stared at each other, then looked up at the roaring avian still circling above the group's heads.

A distance away, Jaune yelled, " Guys? That thing's circling back! What are we gonna do?"

" Look, there's no sense in dilly- dallying." Weiss returned. " Our objective is right in front of us." The group turned to face a worn- down temple- like structure.

"She's right. Our mission is to grab an artifact and make it back to the Cliffs." Ruby nodded at Weiss. "There's no point in fighting these things."

" Run and live- that's an idea I can get behind!" Jaune whimpered.

Ruby went over, grabbing a gold knight chess piece, while Jaune took hold of a gold rook, while Six got his hands on an ivory white pawn piece. Ruby and Jaune turned and smiled at each other while he injured scorpion monster continued to fight its bonds, cracking the ice a little in the process.

"Time we left!" Ren exclaimed.

"Right." Ruby waved to the others. "Let's go!" She went forward with the group save a smiling Yang and Blake.

" What is it?" Blake asked.

Yang stared proudly at Ruby as she leapt on a boulder and motioned the group onward. "Nothing, Blake." She moved on as Blake smiled in realization, leaving as well. Six smiled sadly as he remembered his own sister who he had left behind, years and years ago.

The group headed out of the forest and into another abandoned series of structures as the gargantuan raven followed them from the air. They spread out when it passed above, hiding themselves behind some of the stone blocks with their allies as it perched on a column and cawed challengingly.

"Well, that's great!" Yang huffed, annoyed.

" Ah man, RUN!" Jaune started fleeing from the scorpion Grimm from before, which had burst onto the scene. The group rose from their various hiding spots, causing the raven monster to rise in the air, its prey spotted.

"Nora, distract it!" Ren called out.

Nora obliged, sprinting out and leaping through the feather arrows whistling through the air before reaching behind her, pulling out a silver grenade launcher that looked like a Milkor MGL from the 1980s. She unloaded several pink, heart- topped rounds at the gigantic bird, bursting into pink electricity when they connected and making the monster retreat. She was unaware of the scorpion rushing at her until Blake and Ren slashed at its shell with their weapons, an elegant black katana and a pair of green handguns with two- foot- long blades attached, respectively. Six then barreled into the creature with his shoulder, making it slam into a tree, hissing. Weiss landed next to Nora, somehow creating a white symbol in the air with her hand, which Nora promptly jumped on to safety. The scorpion was now scuttling toward Six, who pulled out his DMR as he ran with Pyrrha, Jaune, Blake, and Ren.

" Go, go!" Pyrrha yelled as she took out a gold- and- red 1936 M1 Garand, firing red blasts along with Ren's green shots until the scorpion reached them and swiped with its claw, prompting the group to start running again. The nine hunters dashed over the ancient stone bridge, not noticing the giant raven closing in on them until it was too late. The avian smashed through the path right in the middle, bits of cobblestone and marble flying, forcing Ruby, Weiss, Yang, Nora, and Jaune closer to the central collection of columns and leaving Six, Blake, Ren, and Pyrrha trapped on the other side with the scorpion monster. Ruby fired at the retreating Nevermore while Blake was beaten back by the scorpion.

Jaune came to the edge of the break in the bridge, noticing the plight of the others. " Man, we gotta get over there! They need help!"

Nora ran up beside him. " Let's do this!"

Jaune looked down over the break in the bridge at the misty abyss below. " Yeah, but, uh… I can't make that jump."

" Well, I could- " Six began, readying his armor's thrusters.

Nora grinned evilly at Jaune, laughing as she knocked him back, transforming her weapon into a silver six- foot hammer, and leaped to the edge of the bridge.

Too late, Jaune saw through Nora's intentions and yelled "Oh, wait!" as she slammed the hammer into the bridge, flipping a section of the bridge into the air and catapulting a screaming Jaune to the other side. "NO, NO, NO, NO, NOOO!"

Nora flipped her hammer upside- down and placed one foot on it and fired a grenade from the head of the hammer off the collapsing section of bridge ( like Ruby's weapon, it could still function as a ranged weapon in melee- weapon form), launching into the air her to slam right into the gigantic scorpion's head, slightly caving in the shell. She fired the weapon just as the stinger came down, the blast sending her flying back again to avoid its reach, accidentally knocking into Blake and making her fall off the edge of the bridge. Blake saw the Nevermore above her and extended her katana and into a kusarigama- type weapon so its blade sank deep into the side of the bridge, making her swing around in a circle. She timed the release of her anchor perfectly, leaping onto the aerial Grimm's back. She then dashed all over its body, slashing the entire time, before jumping off and landing hard on the ruined platform at the top of the columns next to Ruby, then going over to Yang and Weiss.

" It's tougher than it looks!"

Yang's yellow bracelets ratcheted into place over her wrists, revealing very menacing- looking gun barrels in the front. " Then let's hit it with everything we got!"

The Nevermore approaching, the group set their weapons to fire a barrage of blasts at the bird,

Ruby firing off her sniper in scythe form, Blake unloading rounds with her katana in pistol form, Yang _punching_ shotgun rounds into the air, and Weiss sinding some kind of snowy white magic out of her rapier at the avian. But the blasts were either taken harmlessly or were dodged by the Grimm. It crashed into the columns and shattered the platform the girls were standing on. The girls leapt from sections of falling rubble to the next, defying the laws of gravity until the reached the next higher bridge on top, just below the cliffs.

" None of this is working!" Weiss shouted, panicked.

Ruby watched Blake whip over to another part of the area and Yang shooting blast after blast at the Grimm. " I have a plan! Cover me!" She blasted away with her weapon as Weiss readied her blade and headed into the fray.

Down below, Jaune, Ren, Nora, Six, and Pyrrha were still locked in combat with the scorpion.

" We gotta move!" Jaune cried as the group charged at the monster.

Pyrrha deflected a gigantic claw off her gold- and- red shield and slashed at it with her rifle in Greek Xiphos sword form. The scorpion recoiled, swiping at her with the other, which was promptly blocked by Jaune with his own white- and- gold shield, knocking the monster back and giving Pyrrha an opening to leap over and attack its head. Ren ran up firing and climbed onto the stinger as it shot towards him, planting the barrel of his gun in the crook between the stinger and the tail. Pyrrha transformed her weapon once again, this time into a spear, and hurled it at the arachnid, rendering two legs useless as the weapon severed them from the body. Six then fired off his DMR in short bursts, taking out five of the scorpion's ten small black eyes while Nora continued blasting it with pink grenades. Writhing in agony, the monster threw Ren off to the side, where he crashed into a stone block. He collapsed on the round, limp, like a puppet with its strings cut.

" REN!" Nora screamed, afraid for her friend's safety. Meanwhile, Jaune noticed that the stinger was hanging rather loosely on the scorpion's tail.

" Pyrrha!" Jaune called out, trying to signal her.

" Done!" She answered, winding up and throwing her shield like a discus, slicing through the stinger and making the point stick into the monster's exoskeleton right on top of its head as Pyrrha retrieved her rebounding shield.

" Nora, nail it!" It was like something had awakened inside of Jaune. Fear for his peers' lives made him more confident, like he couldn't afford to fail.

" Heads up!" Nora warned as she jumped on Pyrrha's shield as she held it over her head. Pyrrha then leaped as Nora blasted her grenade launcher directly under her at the shield, giving herself maximum life. She grinned crazily before spinning down and slamming the hammer's head into the stinger, driving the point through the monster's head and crushing the bridge underneath it.

Jaune and Pyrrha bounded over the monster to land behind it, while Nora used her grenades' blasts to catapult her into the air while the monster plummeted to its doom. Jaune landed flat on his back, Nora landed awkwardly on her bottom, and Pyrrha managed to maintain a dignified crouched landing position. Six cracked the ground beneath him as he landed on his feet. Ren, who had just woken up, staggered over to them, panting and groaning, only to pass out a second time. The rest of them stood watch as the rest of the initiates peppered the avian Grimm with firepower.

Yang was burning through her ammunition as she unloaded round after round at the beast. One of the shots exploded on the Grimm's face, making it caw and head towards her. She leapt into its open maw, forcing its beak open as she attacked. " I! Hope! You're! Hung-! ...-gry!" She screamed, firing a round down the monster's gullet with every syllable. Yet even this did not deter the beast. She looked behind her and bounded out of the monster's mouth onto a ruin, making the avian crash into the cliffs.

Despite Yang's best attempts, the Nevermore recovered quickly, and Yang smiles as she spotted Ruby and Blake on the broken columns with Weiss rushing to the battle, going over and freezing its feathery tail to the ground. Weiss then created another snowflake- like symbol in the air, using it to land on the other side and running to the group.

Blake switched her weapon over to kusarigama mode and threw it over to Yang, who helped her hook it between two conveniently- placed columns so that the cord was stretched tight. Ruby jumped onto her weapon in scythe form and straddled it, broomstick- style. Weiss created a black sigil in the air which pulled Ruby back on the taut cord, forming a gigantic slingshot.

Weiss rolled her eyes. " Of course you would come up with this idea."

" Think you can make the shot?" Ruby returned.

" Hmph! Can I!" Weiss scoffed. There was a moment of awkward silence.

" Can't?" Ruby asked.

" Of course I can!" Weiss said indignantly.

Ruby looks forward and pumps Crescent Rose as the circle turned from black to red, releasing Ruby at such a speed that the ground behind her cracked, rose petals flying off her body. Ruby approached the trapped Grimm faster and faster with every shot until her scythe caught the monster's throat in its blade, causing them both to fall to the side of the cliff. Weiss brandished her sword and created a line of white snowflake- like symbols up the wall, which Ruby dashed up by firing the rifle all the way up, the symbols holding her in place on the wall and the weapon's ridiculous recoil propelling Ruby _and_ the creature up.

Yang, Blake, and an exhausted Weiss watched her rocket up with the bird in her grasp until, both warrior and monster crying out, Ruby reached the top of the cliff, rotating her body ninety degrees so the scythe's blade was directly over the avian's neck, and fired a round. The recoil exploded the scythe backwards, rending through the bird's neck and severing its head from its body. The rest of the monster tumbled down the cliff, limp, and its final cry died in its throat.

The girls and, farther away, Jaune, Pyrrha, Nora, Six, and Ren watched in amazement.

" Wow…" Jaune whispered.

" Well shit, rest in peace physics," Six muttered under his breath.

Ruby, her cape and petals flowing with the wind, looks down at her friends as they peered up.

" Well... That was a thing!" Yang deadpanned as Ruby dug her scythe into the cliff face and used her weight to slide back down onto the platform on the ruins. But the battle was not yet over. A deafening cry was heard as an army of werewolf- like Grimm rushed out of the surrounding forests, drawn by the bird Grimm's death- cry. They howled into the air, standing on their hind legs. They had pitch-black fur and red eyes, and on their face were bone-like masks with red markings, which nearly every type of Grimm seemed to have. They had bone spikes protruding from their arms, back, and knees, their fingers and toes tipped with long white claws. Bloody and weakened, the group was in no shape to continue fighting. Weiss, Yang, and the others fired another volley of firepower at the monsters, taking out around a quarter of them, but their ammunition was running low from their fights with the other Grimm, especially Ruby, who used it as a mode of transportation.

Too high to do anything and low on ammunition, the group could only watch helplessly as the creatures began to ram into the supporting columns of the ruins with their armor- plated heads. The platforms were a long way from the ground, and if they didn't die from the fall, they would surely be incapacitated, giving the monsters a free snack.

Six scanned the area, detecting exactly 164 hostiles, and stepped back for a running start. Jaune saw what Six was thinking and tried to stop the Spartan. " No, no, wait, stop!"

Six accelerated off the bridge at sixty miles per hour, rocketing through the air with his armor's built- in thrusters. Landing on one of the monsters, his immense weight crushed its spine, halting its attack on the supports.

163.

B312 activated his dual energy swords, twin plasma blades crackling in the misty air, as a group of younger, more foolish monsters rushed at him, claws and teeth at the ready. Six spun in a circle, his thrusters boosting him, making his blades cut into the first attacking wave of enemies.

154.

The older werewolves growled, circling the warrior. They were confident in their abilities. What could one hunter do to an army of Beowolves? Yet there was something wrong with him, a strange power that had not been seen in centuries. What was this strange energy that surrounded this man?

Noticing that the Grimm were reluctant to attack, B312 decided to make the first move. He rushed forward and contemplated sinking his blades into a few more creatures but decided to deactivate them to save battery life. A werewolf sprang at him, but was overpowered by Six, who shoved a primed fragmentation grenade down its gullet and kicked it into its brethren. The grenade exploded in a fantastic fireball that punched into the air.

141.

Six reached back and pulled out the Selene's Lance, falling on one knee and swinging the barrel around as he fired. The weaponized targeting laser alone sliced a monster in half, and the ruby red beam vaporized an entire row of monsters.

117.

The creatures decided they had enough and charged the Spartan as a group. Unable to charge up the Laser in close quarters, Six holstered it in favor of the Blaze of Glory. He pumped and pulled the trigger. A spread of neon orange particles burned through the protective armor of a Grimm and dissolved its flesh. Six fired again and again, each shell dropping a monster. But he needed to reload. As Six dropped in another clip, he was swarmed with a group of Grimm. They piled on top of him, slashing and biting, and B312 watched anxiously as his shield bar dropped lower and lower. Six decided he had no choice and primed a grenade. The explosion blew the werewolves into oblivion. Six crawled away, his ears ringing and his eyesight blurry. The blast had broken his shields and a few fragments of shrapnel were lodged in his armor.

69.

Six eyed another support column that was attached to a different bridge which looked like it could topple at any second. " Watch out!" he yelled to the others as he drove his fist into the weakened column. The entire structure shuddered, making the group up top stumble, but it stayed upright. However, the bridge fell, creating a makeshift ramp down from the ruins. The other initiates cheered as they made their way down to the ground and made quick work of the remaining monsters. Six slumped on one of the columns as the others celebrated their survival and smiled tiredly.

* * *

The audience's clapping grew louder and louder as Ozpin's deep voice boomed from the auditorium stage.

"Russel Thrush. Cardin Winchester. Dove Bronzewing. Sky Lark." A large screen showed each of their profiles as the boys lined up for the applauding audience to see as Ozpin continued. " The four of you retrieved the black bishop pieces. From this day forward, you will work together as Team CRDL, led by... Cardin Winchester!"

The audience gave one more wave of ovation, while four more students walked up to the stage to take their places in front of the spectacled headmaster as their faces fill the large screen.

"Jaune Arc. Lie Ren. Pyrrha Nikos. Nora Valkyrie. The four of you retrieved the white rook pieces. From this day forward, you will work together as Team JNPR."

Amid the clapping, Nora laughed happily and gave Ren a hug.

" Led by... Jaune Arc!"

" Huh? L-Led by...?" Jaune stuttered in disbelief, certain that Pyrrha or Nora or Ren should have been chosen by the headmaster.

"Congratulations, young man."

A grinning Pyrrha offered a friendly shoulder bump to a nervous Jaune, but instead succeeded in knocking her leader on his butt in front of a heavily laughing audience.

" Blake Belladonna. Ruby Rose. Weiss Schnee. Yang Xiao Long." Ozpin motioned over the four girls as they stood before him. "The four of you retrieved the white knight pieces. From this day forward, you will work together as Team RWBY. Led by... Ruby Rose!"

Weiss looked to her right surprised, where Ruby stood in shock as Yang went over to hug her sister.

" I'm so proud of you!" She squealed to a beaming Ruby.

" And finally… Nathan Mendez." Confused cries of " Huh?" and "What?" filled up the auditorium. An annoyed Glynda Goodwitch hushed the audience.

" You retrieved the white pawn piece, and as the others have all found their teams, you normally would not have been accepted into Beacon. However, due to your… unique skills," A bird's eye view video of Six massacring the army of werewolf Grimm was shown on the screen for everybody to see. " You will be placed in a one- person team, the first in at least a century, able to go on missions most first years would not be able to go on. However, you will need to share a dormitory with another team. Would you like to choose one?"

Six scanned the crowd to see Ruby, who was jumping up and down and waving her arms around. He smiled in his helmet and accepted.

" I would like to room with team RWBY, sir."

The auditorium was silent for a second, but loud cheers suddenly shook the room.

" It looks like things are shaping up to be an... interesting year." Ozpin said amid the last round of applause and laughter.


	5. Chapter 4

**Chapter 4**

Sunlight beamed into Team RWBY's room. Weiss Schnee's eyes fluttered open, and she stretched her arms above her head, yawning. Ruby, who was wearing a red plaid skirt and a brown jacket with a tan vest and white shirt, (Beacon's uniform for female students) crept up behind her, put her lips to a bright red whistle, and blew.

Startled by the dreadful noise, Weiss let out a squeal and fell off the bed flat on the floor.

" Good morning, team RWBY!"

" What in the world is wrong with you?" Weiss ground out from the floor.

Ruby ignored the question. "Now that you're awake, we can officially begin our first order of business."

Weiss stood up and brushed herself off. "Excuse me?"

" Decorating!" Yang piped up. She was holding a mountain of miscellaneous items, including a candle holder, pillows, and pamphlets. As Blake was also awake, Weiss realized that she was the last to wake up.

" What?!"

Blake lifted up her suitcase. "We still have to unpack." The case fell open, spilling its contents upon the floor. "Aaaand clean." She added sheepishly.

Weiss appeared unenthusiastic, especially when Ruby blew the whistle in her ear a second time.

" Aaaalright! Weiss, Blake, Yang, and their fearless leader Ruby have begun their first mission!" She raised her fist into the air. "Banzai!"

Blake and Yang did the same. " Banzai!" They turned around and started working as Weiss laid on the floor, her ears ringing.

Yang placed a poster of a group of six guys in different poses labeled "THE ACHIEVE MEN" on her part of the room, while Weiss adjusted a painting of a forest to perfection. Blake was busy putting away her books on some shelves, picking up a suspicious- looking copy of a Ninjas of Love and widening her eyes as she warily looked around before putting it back. Ruby sliced off a diagonal shred of curtain from a careless swipe of her scythe when she turned around to survey their work. The girls noticed a problem with the layout as they examined the room: With all the space taken up by posters and bookshelves and paintings, the beds were cramped together in the middle of the room.

" This isn't going to work." Weiss groaned.

" It is a bit cramped." Blake commented.

" Maybe we should ditch some of our stuff..." Yang suggested.

A light bulb flashed above Ruby's head. "Or we could ditch the beds... and replace them with bunk beds!"

" Umm, that sounds incredibly dangerous." Weiss pointed out.

" And super-awesome!" Yang added.

" It does seem efficient." Blake decided.

Refusing to back down, Weiss suggested, " Well, we should put it to a vote!"

" I think we just did."

Blake thumbed up the idea and Yang made a double-rocker gesture while Weiss angrily balled her fists at her side. With a few minutes of work, the makeshift bunk beds were finished.

" Objective: Complete!" Ruby cheered.

While Weiss' bed was still on the ground next to her art and luggage, Blake's was next to her books. Yang's bed was suspended over Blake's by precariously balancing it on a couple novels on the bedposts, and Ruby's was hanging from ropes on the ceiling with a blanket over it like a tent.

Six burst into the room as the girls admired their handiwork. " Hey."

" Oh, hey, Nathan," Yang greeted him. " Where were you?"

" I got up early because Ozpin called me up to his office to set me up with a Scroll." Six opened one of his pockets and pulled out a small white device, about the size of a smartphone, with a yellow, diamond-shaped button in its center. He pushed in the button and pulled on either side of the Scroll. The two halves came apart, held together by a transparent blue screen that displayed an image of Six's green GUNGNIR helmet, along with a space to enter a nine- digit alphanumeric passcode. It looked very small in B312's huge hands.

" Allllright! Our second order of business iiiiiiiis...!" Ruby spun around. "Classes… now, we have a few classes together today. At 9, we've got to be-"

" What?! Did you say 9 o'clock?" Weiss asked.

" Uuuum..."

" It's 8:55, you dunce!"

Weiss rushed out of the room and down the hall, the members of RWBY and JNPR poking their heads out of their respective doorways. Six saw a group of students head into another building and decided to take the direct route- by jumping out of the window.

" To class!" Ruby ran out, closely followed by Yang, and Blake.

" Class...?" Jaune mumbled, still half asleep. He then lost his balance on the doorframe, the rest of his team piling on top of him. He managed to squirm out and took off running. " We're gonna be late!"

In the courtyard, Professor Ozpin and Glynda Goodwitch watched the two tardy teams hurry to class past the huge spiderweb crater Six had made as he leaped down. Glynda Goodwitch calmly looked at her watch while Ozpin simply took a long sip of his coffee.

Six took a long look at the classroom. An old- fashioned eighteenth- century blunderbuss with a flared barrel and axe blades on the butt (Wait, aren't you supposed to put that on your shoulder?) hung on the wall. Beneath that were several whiteboards with different types of Grimm and their names. Upon closer inspection, B312 realized the werewolf- like Grimm he had massacred were called Beowolves, the avian one was called a Nevermore, the bear- like Grimm was called an Ursa, and the scorpion was called a Deathstalker. Six took a few pictures of the information with his helmet for future reference.

The instructor stepped into view. He was a jolly- looking middle-aged man, possibly in his mid-fifties. He was wearing a double-breasted burgundy suit with gold piping and buttons, his pants were tucked into olive cavalry boots. He had gray hair and a gray mustache and seemed to be slightly overweight.

" Monsters! Deeeemons... prowlers of the night! Yes, the creatures of Grimm have many names, but I merely refer to them as prey! Ha-ha!" The man joked, his large belly jiggling as he laughed.

The members of RWBY sat in the front row in varying levels of interest. Blake and Yang seemed interested, Weiss was already taking notes, and Ruby was asleep, her head propped up by her hand before she was woken up by the teacher's attempt at humor. Six looked on in amusement as an awkward silence filled the room.

" Uhhhh... And you shall too, upon graduating from this prestigious academy! Er, Mr..." The instructor looked at his Scroll, searching for Six's name. " Nathan Mendez? Could you sit down please?" Everybody in the room stared at the Spartan.

" Well, unless you have chairs that can support half a ton of metal, I believe I'll be standing," Six drawled.

" … Ah. Now, as I was saying: Vale, as well as the other three kingdoms, are safe havens in an otherwise treacherous world! Our planet is absolutely teeming with creatures that would love nothing more than to tear you to pieces! And that's where we come in. Huntsmen! Huntresses..." He gave Yang a wink, making her groan comfortably. "Individuals who have sworn to protect those who cannot protect themselves! From what, you ask? Why, the very world!"

A random student raised his fist awkwardly. "Ayyyy-yep!" He held the pose for a few seconds as everybody stared at him. He sat down, embarrassed.

The instructor continued his long speech."That is what you are training to become. But first: A story. A tale of a young, handsome man... Me! When I was a boy..."

Weiss noticed Ruby was very drawing something on her paper.

" ...Despite smelling of cabbages, my grandfather was a wise man. 'Peter', he told me..."

Ruby snickered at her creation and sneakily showed it to her teammates. It was a stick- figure drawing of the teacher with stink lines coming out of him and " Professor Poop" scrawled underneath it. Blake and Yang started laughing while Weiss looked annoyed.

" Ah-heh-hem!" The teacher waited for the class's attention. "In the end, the Beowolf was no match for my sheer tenacity, and I returned to my village with the beast in captivity and my head held high, celebrated as a hero!"

He took a bow as Weiss slowly got more and more frustrated with Ruby's antics.

" The moral of this story? A true Huntsman must be honorable!"

Ruby was now balancing an apple on a book with her pencil while making a silly face.

" A true Huntsman must be dependable!"

Ruby fell asleep again.

" A true Huntsman must be strategic, well-educated, and wise!"

Ruby was now picking her nose, much to Weiss' building anger. The scythe- wielder seemed like she was _trying_ to contradict what the teacher was saying.

" So, who among you believes themselves to be the embodiment of these traits?"

Weiss raised her hand angrily. " I do, sir!"

" Well, then, let's find out!" He turned to gesture at something with glowing red eyes shaking the cage that imprisoned it. "Step forward, and face your opponent!" Weiss Schnee readied her rapier at the growling creature in the cage as her teammates cheered her on from their seats.

Yang pumped her fist in the air. " Goooo, Weiss!"

" Fight well!" Blake called as she waved a small flag with the four letters "RWBY" printed on it.

" Yeah, represent teeeeam RWBY!" Ruby piped up.

Weiss lowered her sword and glared at her leader. " Ruby! I'm trying to focus!"

Ruby looked sheepish. " Oh, um... Sorry..."

" Allllright!" The teacher stepped to the cage and readied his blunderbuss axe. " Let the match... begin!"

The professor swung down and shattered the lock on the cage, revealing a huge boar- like Boarbatusk. It was a quadruped with cloven-feet and a line of hair sprouting from its spine, snub snout, and tusks, with four eyes, a series of plates along its back and on its thighs, and two extra sets of tusks, including two large curving tusks. The creature lowered its head, growling, and charged at Weiss.

Weiss used her rapier to deflect its attack and roll to the side, getting ready for its next move. The Grimm studied Weiss as it pawed the floor.

" Ha-ha! Wasn't expecting that, were you?" The professor laughed.

" Hang in there, Weiss!" Ruby called.

Weiss sped towards the oncoming Boarbatusk, aiming the point of her sword straight at its head. By a stroke of bad luck, the rapier was lodged into the monster's armored skull. The Boarbatusk started to buck, and Weiss was flung around as she still held steadfastly to the hilt, trying to retrieve it.

" Bold, new approach. I like it!" The teacher mused, stroking his huge mustache.

" Come on, Weiss, show it who's boss!" Ruby yelled again, trying to encourage Weiss.

As Weiss turned to glare at Ruby, the Boarbatusk turned its head and ripped the weapon from her grip. The silver rapier slid across the floor as Weiss was knocked back by the Grimm's long tusks.

" Oh-ho! Now what will you do without your weapon?" The potbellied professor exclaimed, as if Weiss wasn't in mortal peril.

Weiss looked up and rolled out of the way just in time to avoid being trampled by a charging attack from the beast, making it slam into a desk. Weiss sprinted for her blade and slid to it, finally getting it back in her hand.

" Weiss! Go for its belly! There's no armor underneath-" Ruby started, trying to help her teammate.

Weiss turned angrily to Ruby. "Stop telling me what to do!"

Ruby looked hurt at Weiss' rebuttal while the Boarbatusk lept into the air and curled into a ball, spinning in the air and landing on the ground, launching itself at Weiss like an oversized cannonball. Weiss activated a bluish- white symbol in the air, blocking the attack. Weiss drove her rapier through the sigil, which was now blue, and impaled the Grimm through the creature. It squealed and lay still, its body beginning to disintegrate. Weiss sighed in relief.

" Bravo! Bra-vo! It appears we are indeed in the presence of a true Huntress-in-training!" Weiss stood up at attention. "I'm afraid that's all the time we have for today. Be sure to cover the assigned readings, and... stay vigilant! Class dismissed!"

Weiss glared and turned away, walking briskly to the exit past her teammates.

" Sheesh, what's with her?" Jaune asked as he watched her storm past. The rest of team RWBY stared at each other with the same question in mind. Ruby turned a corner and managed to catch up with her.

" Weiss!"

Weiss turned around. "What?"

" What's wrong with you? Why are you being-?"

" What's wrong with me? What's wrong with you? You're supposed to be a leader, and all you've been so far is a nuisance!" Weiss stormed.

Ruby scoffed " What did I do?"

" That's just it - you've done nothing to earn your position! Back in the forest, you acted like a child, and you've only continued to do so!" Weiss continued angrily.

" Weiss, where is this coming from? What happened to all the talk about 'working together'? I thought you believed in acting as a team."

" Not a team led by you. I've studied and trained. And quite frankly, I deserve better." Weiss spat out as she turned her back to Ruby. "Ozpin made a mistake." She walked away as Ruby turned her gaze to the floor dejectedly behind her.

" Hmm... Now that didn't seem to go very well." Ozpin commented, standing right behind a surprised Ruby with another coffee in one hand and his cane in the other.

Ruby was on the verge of tears as she mumbled, " Is she right? Did you make a mistake?"

Ozpin laughed silently. " That remains to be seen."

* * *

Weiss continued walking until she came across a balcony where the professor from Grimm Studies was watching the sunset over Beacon Academy's rooftops.

Weiss approached him. " Professor Port!"

Port turned to look at her. " Ah, Miss Schnee! And to what do I owe this fine pleasure?"

" I... I enjoyed your lecture!"

" Of course you did, child; you have the blood of a true Huntress in you."

Weiss smiled. "You really think so?"

" Most surely!" He noticed Weiss's lack of eye contact and slight frown. "Hmm... Something's troubling you."

" Yes, sir..."

" Dear girl, confess to me your strife!"

" Well... I-I think I should have been the leader of team RWBY!"

Port remained silent for a while before exclaiming," That's preposterous!"

* * *

A distance away, Ozpin said the same. " What do you mean?" Ruby asked doubtfully.

" I mean, it's only been one day. Ruby... I've made more mistakes than any man, woman, and child on this planet. But at this moment, I would not consider your appointment to leader to be one of them." Ozpin leaned in so he could look more directly at Ruby. " Do you?"

* * *

Weiss was shocked. " Excuse me?!"

" I've believed in Professor Ozpin for many years, and the man's never once led me astray!" Port explained.

" So you would just blindly accept his decision even after seeing how exceptional I am?"

" With all due respect, your exceptional skill on the battlefield is matched only by your poor attitude." Professor Port decided.

Weiss was seething. " How dare you!"

" My point exactly. I see a girl before me who has spent her entire life getting exactly what she wanted."

Weiss crossed her arms and looked defiant. " That's not even remotely true!" Under the professor's knowing gaze, she reluctantly relented. "Well... not entirely true."

* * *

" Being a team leader isn't just a title you carry into battle, but a badge you wear constantly. If you're not always performing at your absolute best, then what reason do you give others to follow you?" Ozpin continued.

Ruby thought over Ozpin's words, and smiled.

* * *

Port went on, " So the outcome did not fall in your favor. Do you really believe that acting in such a manner would cause those in power to reconsider their decision?" Weiss calmed down and looked at the professor again. " So instead of fretting about what you don't have, savor what you do. Hone your skills, perfect every technique, and be not the best leader, but the best person you can be."

Weiss smiled a little at the words of wisdom.

* * *

Ozpin turned his back to Ruby. " You've been burdened with a daunting responsibility, Ruby. I advise you take some time, to think about how you will uphold it."

Ruby, with a last look of consideration, turned and walked away. She came to the balcony where Port was walking away from Weiss and smiled a little at her partner.

* * *

Ruby returned to her team's room to see Six cleaning his weapons. Normally she would have been fawning over the futuristic devices, but on that day, she was tired. Ruby flopped onto her bed, rethinking that day's events. Finally, she turned over to look at B312. " Hey, Nathan?"

" Yeah?"

" What did you mean in the Emerald Forest?"

" Hmmm?"

" What did you mean when you said, ' you should try to impress yourself, not the others'?"

" Ah. You know, people are always going to have different opinions of you. Some may see you as a prodigy. Who else could have gotten into Beacon two years early, let alone become a leader at that age? But others may see you as a nuisance, an obstacle, somebody who cheated their way in. But whose perspective never changes? Yours. You know why you got into Beacon. You know what you accomplished on that day. The others don't. Constantly set goals for yourself, like to reconcile with Weiss for example. Slowly work towards those goals, and you will become a better person."

" Nathan?"

" Yep?"

" Thank you."

* * *

The full moon shone over the towering spires of door into Team RWBY's room opened and Weiss stepped in. Blake was sleeping under the covers, Yang was spread eagle on her bed and snoring, but Weiss could see a light shining through Ruby's covers. When she lifted the blanket off Ruby's tent, she found the occupant dozing with her head resting on a few pages of notes, pencil in hand, and open textbooks all around. Weiss was amazed by her determination and cleared her throat, gently shaking Ruby awake. She took a second to regain consciousness and started flailing in surprise.

" Weiss! I-I was studying, and then I fell asleep! I'm sorry..."

Weiss put a hand over Ruby's mouth and shushed her, putting a finger to her lips. Weiss looked near Ruby's pillow and found an empty Beacon coffee mug.

Weiss lower her hand "How do you take your coffee?"

" I... I don't..."

Weiss began to get irritated. "Answer the question!"

" Uhh, cream and five sugars!"

Weiss sighed. "Don't move." She ducked under her own bed and returned a moment later with a fresh mug of coffee. " Here."

" Um... Thanks, Weiss."

Weiss smiled apologetically. "Ruby, I think you have what it takes to be a good leader." Ruby smiled appreciatively. " Just know that I am going to be the best teammate you'll ever have!" The two shared a smile. " Good luck studying!" She ducked under once again, but came up after a second to point at one of Ruby's papers. " That's wrong, by the way." She headed towards the door. " Hey, Ruby?"

" Uh-huh?"

Weiss stood in the doorway, her hand on the knob. "I always wanted bunk beds as a kid." She started to close the door.

Ruby, grinning, went back to her notes.


	6. Chapter 5

**Chapter 5**

Cardin Winchester, leader of Team CRDL, stood menacingly with his huge mace perched on his shoulder. Jaune Arc stood opposite him, catching his breath as he leaned on his blade.

Cardin laughed mockingly as Jaune groaned, gathering his strength to try to finish the fight with a charging swing of his sword, only to be dodged easily by his opponent. Jaune glanced behind him as the extended flanges of Cardin's mace slammed into his shield, the force sending him sliding across the floor to the other side of the arena.

Jaune, now only equipped with his sword, rushed at Cardin once again with a downward swing, which was immediately blocked with the hilt of his enemy's mace. Their weapons locked, Cardin slowly began to overpower the weaker student.

" This is the part where you lose." He sneered.

" Over my dead-" Jaune's breath was forced out of his lungs by a hard knee to the gut, making him drop his blade and fall on his knees in pain. Cardin was raising his mace for a finishing blow when a buzzer rang, the lights turning back on.

" Cardin, that's enough!" Glynda Goodwitch came onto the stage, tapping her Scroll. "Students, as you can see, Mr. Arc's Aura has now dropped into the red. In a tournament-styled duel, this would indicate that Jaune is no longer fit for battle, and that the official may call the match." Glynda turned her head to look at the defeated student as he pulled out his own Scroll, the display showing his team's faces. Each face had a bar next to it; Nora's, Pyrrha's, and Ren's were green and were filled up all the way, while his own was nearly gone and flashing red. " Mr. Arc, it's been weeks now. Please try to refer to your Scroll during combat. Gauging your Aura will help you decide when it's appropriate to attack, or when it is better to move to a more... defensive strategy. We wouldn't want you to be gobbled up by a Beowolf, now, would we?"

" Speak for yourself..." Cardin muttered…..

While nobody else in the audience had heard, Six clenched his fists at the comment.

" Remember, everyone, the Vytal Festival is only a few months away! It won't be long before students from the other kingdoms start arriving in Vale, so keep practicing! Those who choose to compete in the combat tournament will be representing all of Vale!" The instructor announced to squeals and cheers of anticipation.

Students started to leave the room as the bell rang. Jaune, still sitting on the floor, hung his head in shame.

* * *

" So! There we were, in the middle of the night..." Nora began, taking a huge bite of a stack of pancakes. Blake had her nose buried in a book, Six was scouring Remnant's version of the Internet on his Scroll for information, Weiss was boredly filing her nails, and Yang was cupping her face with her hands, hanging on every word. Ruby and Pyrrha were listening politely, while Jaune was absentmindedly messing with his food.

" It was day." Ren corrected.

" We were surrounded by Ursai..."

" They were Beowolves."

" Dozens of them!" Nora screamed.

" Two of 'em." Ren took a long sip of his coffee.

" But they were no match... And in the end, Ren and I took them down and made a boatload of Lien selling Ursa skin rugs!" Ruby and Pyrrha noticed how distant Jaune was being.

" She's been having this recurring dream for nearly a month now."

" Seems like you know her a bit too well..." Six jokingly muttered. Ren glared at him.

Pyrrha looked at her leader. "Jaune? Are you okay?"

Jaune jerked up like he was shaken out of a trance. "Huh? Oh, yeah! Why?"

" It's just that you seem a little... not okay..." Ruby blurted out.

" Guys, I'm fine. Seriously! Look!" Jaune stammered as everybody stared at him. He pointed behind him at Cardin, who was now pulling a rabbit Faunus's ears, his cronies sniggering.

" Jaune, Cardin's been picking on you since the first week of school!" Pyrrha pointed out.

Afraid to say anything different, Jaune tried to defend Cardin. " Who? Cardin Winchester? Nah... He just likes to mess around! You know, practical jokes!"

" He's a bully." Ruby exclaimed.

Jaune scoffed. " Oh, please! Name one time he's 'bullied' me."

 _Jaune passed Cardin in the hall on his way to class. Cardin slammed his arm into Jaune, making him drop his books, sauntering off as if daring somebody to cross him. " Ah, come on!" Jaune groaned._

 _Cardin bumped his wrist into a button on the sheath of Jaune's sword as they passed each other in a doorway. The sheath extended into its second form, a shield, its edges cutting into the wood of the doorway and anchoring it in place. Jaune grunted in frustration as he tried to extract the shield. " Come on...!"_

 _" Each of you will be assigned one rocket-propelled locker to store your weapons and extra armor. Additionally, your locker can be sent to a custom location based on a six-digit code." Glynda Goodwitch explained. Cardin grew a devious grin on his brutish face, waiting until the instructor's back was turned to shove Jaune into one of the lockers. " What?! No, wait, wait! You've gotta get me out of here! Please! Don't! Don't! Don't do it!" Too late, the locker's thruster let out a plume of blue fire and launched him into the air. "Ahhh, coooome oooooooon...!"_

Jaune tried to laugh it off. " I didn't land far from the school!"

Pyrrha sighed. " Jaune, you know if you ever need help, you can just ask."

" Ooooh!" Nora stood up and put her hands on the table. "We'll break his legs!"

" Guys, really, it's fine! Besides, it's not like he's only a jerk to me; he's a jerk to everyone."

The group looked over as the taunting grew louder, combined with cries of pain from the rabbit- eared girl from before. "Ow! That hurts!" She grimaced. "Please, stop..."

" I told you it was real!"

" What a freak!"

" Atrocious. I can't stand people like him." Pyrrha muttered.

Blake stared daggers at Cardin. " He's not the only one..."

" It must be hard to be a Faunus." Yang said sadly, leaning her head on her hand.

A sudden movement pushed the entire table a bit to the side. All heads turned towards Six, who got up and strolled angrily towards Cardin, who was still harassing the rabbit girl.

Cardin suddenly felt something clamp onto his ear. " Hey, what-" He yelled as he was suddenly lifted two feet into the air by his ear. A round of laughter tore through the cafeteria. " Gah- what gives?" He ground out, clutching at the armored fist that was imprisoning him.

" Apologize."

" Hrrg- what? She's a dirty Faun-"

Six easily tossed the teenager higher in the air before catching him by the same ear. Cardin cursed in pain. " It's real funny how assholes like you harass Faunus for being part animal when doing so makes you more goddamn animal than them. You hunt them down, lynch them, persecute them. So they get sick of it. Sick of being treated differently. But when they gain the courage to fight back, to free themselves, guess who gets the goddamn blame? This world is one full of terrorists and monsters. And you are becoming one of them." Six dropped Cardin to the ground. His ear was now bloody and swollen. " Apologize. Now."

" S-sorry." Cardin ground out to the rabbit girl, and turned to his shocked cronies. " Let's go." Cardin shot one final glare at SIx. It would've made anybody else shiver, but Six, who had seen much more horrible things in his career, shrugged it off.

Unfortunately, instead of cheering up Jaune, the situation made him even more depressed as he realized how pathetic he was compared to his peers. He got up from the table, sighing and looking back at his friends before moving on with his tray. Jaune didn't notice a malevolent- looking Cardin glaring his way from down the hallway.

* * *

" This is prior to the Faunus Rights Revolution, more popularly known as the Faunus War! Humankind was quite, quite adamant about centralizing Faunus population in Menagerie." Professor Oobleck was relatively young compared to the other teachers. He had spiky, dishevelled green hair and eyes that somehow appeared to fluctuate between brown and blue which were shadowed by opaque- looking round spectacles. He had on a white shirt half- tucked into dark green pants and a pair of mismatched brown and black shoes. His attire made him look like he had just got up and threw his clothes on haphazardly. "Now! While this must feel like ancient history to many of you, it is imperative to remember that these are relatively recent events! Why, the repercussions of the uprising can still be seen to this day!" He zoomed around the classroom without even moving his feet, sipping his coffee out of a suspiciously intricately designed thermos. Six wondered if he regularly mixed gasoline in his drink. "Now! Have any among you been subjugated or discriminated because of your Faunus heritage?"

A great number of students raised their hands. Looking around, Six saw the rabbit girl from earlier among them.

" Dreadful, simply dreadful! Remember, students, it is precisely this kind of ignorance that breeds violence!" He took a long sip of his coffee. "I mean, I mean, I mean just look at what happened to White Fang! Now, which one of you young scallions can tell me what many theorize to be the turning point in the third year of the War?" Weiss raised her hand confidently. "Yes?"

" The battle at Fort Castle!"

" Precisely! And, who can tell me the advantage the Faunus had over General Lagune's forces?"

Cardin flicked a piece of paper at Jaune's forehead, causing him to wake up from his bored doze. "Hey!"

Oobleck took the interjection as an answer and was suddenly leaning in front of Jauen. "Mr. Arc! Finally contributing to class! This is excellent! Excellent! What is the answer?"

" Uhhhh... The answer... The advantage... of the Faunus..." He peered behind the professor's back at Pyrrha, who coughed as she tried to motion out the answer. " ...had over that guy's stuff..." He saw Pyrrha cup her hands around her eyes as she continued the most unsuccessful game of charades in the world. " Uhh... Binoculars!"

Jaune looked pleased with himself as the class roared with laughter. Six saw Pyrrha facepalm and Cardin pounded his fist on his desk, chortling. He rubbed his visor and sighed.

" Very funny, Mr. Arc! Cardin! Perhaps you would care to share your thoughts on the subject!"

" Well, I know it's a lot easier to train an animal than a soldier."

" You're not the most open-minded of individuals, are ya, Cardin?" Six let out as Oobleck shook his head at Cardin's answer.

" What? You got a problem?" Cardin shot back. He hated Six. The armored idiot had humiliated him in front of those who were supposed to respect him, and he refused to take it standing. Cardin decided to tell himself that it was just a fluke, that he was just unprepared.

" No he doesn't Cardin, but I have the answer! It's night vision. Many Faunus are known to have nearly-perfect sight in the dark." The bully growled as Oobleck nodded his head and smiled at Pyrrha.

Blake decided to add her share of the conversation. " General Lagune was inexperienced, and made the mistake of trying to ambush the Faunus in their sleep. His massive army was outmatched, and the general was captured." She turned to Cardin. " Perhaps if he'd paid attention in class, he wouldn't have been remembered as such a failure."

" Mr. Winchester! Please take your seat." Oobleck chided as Cardin rose, his fists clenched tightly. Jaune laughed at his tormentor's embarrassment. " You and Mr. Arc can both see me after class for additional readings."

Jaune's grin melted. " Oohhhh..."

" Now! Moving on!"

When the lesson ended, JNPR walked out the door, but Pyrrha stopped the others. " You go on ahead. I'll wait for Jaune." They watched quietly as Oobleck chastised the two boys.

" You two have been struggling in my class since day one! Now, I don't know if it's a lack of interest, or just your stubborn nature, but whatever it is..." He took sips of coffee at regular intervals during the speech. " It stops now! You've worked hard to gain entrance to this school, and we only accept the best of the best, so I expect you to act like it. History is important, gentlemen! If you can't learn from it... you're destined to repeat it. Pages fifty-one to ninety-one! I want an essay on my desk by next class! Now! Run along."

With that, he sped out of the classroom past a waiting Pyrrha while Six followed. As Jaune emerged from the classroom, Cardin suddenly pushed him onto the floor and sauntered off, laughing oafishly.

Pyrrha indignantly pulled Jaune to his feet. " You know, I really will break his legs." Jaune sighed. Pyrrha brightened up as she was suddenly struck with an idea. "I have an idea! Here, come with me!" She grabbed a confused Jaune by the arm and dragged him up the stairs.

Jaune and Pyrrha came onto an open rooftop on one of the buildings, with a clear view of the glowing green orbs in the central tower of Beacon.

" Pyrrha, I know I'm going through a hard time right now, but I'm not that depressed." He peered over the edge. "I can always be a farmer or something..."

Realization of what Jaune was implying hit Pyrrha like a truck. " N-n-no!" She pushed him away from the edge. " That's not why I brought you up here!" They didn't notice Cardin leaning out of the window of his dorm, which was coincidentally just below the two. " Jaune, I know you're having a difficult time in class and that you're still not the strongest of fighters, so... I want to help you!"

" Wh-what?"

" We can train up here after class where no one can bother us!" Pyrrha suggested.

" You think I need help?"

" N-no! No, that's not what I meant."

" But you just said it."

" Jaune, everybody needs a little push from time to time. It doesn't make you any different from the rest of us. You made it to Beacon! That speaks volumes of what you're capable of!"

Jaune turned away and lowered his voice. " You're wrong. I-I don't belong here."

" That's a terrible thing to say! Of course you do!"

Jaune spun around, scowling. " No, I don't!" He sighed, embarrassed by his outburst and leaving Pyrrha with a bewildered expression on her face. " I wasn't really accepted into Beacon..." He turned around, not wanting to face her.

" Wh-what do you mean?" Pyrrha stammer, not understanding.

Jaune's voice grew higher and higher as finally he let the truth out. " I mean I didn't go to combat school, I didn't pass any tests. I didn't earn my spot at this Academy!" He turned back around to face her. " I lied! I got my hands on some fake transcripts, and I lied!"

" What? But... why?"

" 'Cause this is always what I've wanted to be!" He turned away yet again. " My father, my grandfather, and his father before him were all warriors! They were all heroes! I wanted to be one, too. I was just never good enough."

" Then let me help you!" Pyrrha stepped up to him and gently placed a hand on his shoulder.

Jaune suddenly shook off Pyrrha's hand. And turned on her angrily. " I don't want help! I don't want to be the damsel in distress! I want to be the hero!"

" Jaune, I-"

" I'm tired of being the lovable idiot, stuck in the tree while his friends fight for their lives! Don't you understand? If I can't do this on my own... then what good am I?"

Pyrrha reached out with a hand to try and console the seething Jaune, but he recoiled from her touch.

" Just... leave me alone. Okay?"

Pyrrha bowed her head sadly. " If that's what you think is best..."

Jaune paced around the roof as Pyrrha's footsteps grew softer and softer. He was shaken out of his thoughts by a mocking voice in his ear. "Oh, Jaune..."

" Cardin!"

" I couldn't help but overhear you two from my dorm room. So, you snuck into Beacon, huh? I gotta say, Jaune, I never expected you to be such a rebel!"

"Please, Cardin, please, don't tell anyone!" Jaune begged Cardin, all thoughts of standing up to him shattered.

" Jaune, come on! I'd never rat on a friend like that!"

Jaune approached him tentatively. "A... a friend?"

" Of course!" He trapped Jaune in a headlock like a steel trap. " We're friends now, Jauney boy! And the way I see it, as long as you're there for me when I need you, we'll be friends for a long time." The blond crumpled to the ground, gasping for air. " That being said, I really don't have time to do those extra readings Dr. Oobleck gave us today. Think you could take care of that for me, buddy?" He rubbed Jaune's golden hair like he would a dog. " That's what I thought." He headed back and climbed down back into his room. "Don't worry, Jaune; your secret's safe with me."

Jaune rubbed his neck gingerly in pain and worry.


	7. Chapter 6

**Chapter 6**

Pyrrha stared out the window sadly as Ren loaded Stormflower, his weapon, while Nora bounced up and down on her bed.

" How come Jaune gets home so late?" Nora wondered out loud.

" He's become rather scarce since he started fraternizing with Cardin." Ren answered.

" That's weird... Doesn't he know we have a field trip tomorrow? We need our rest!" Nora twisted in midair so her back hit the mattress.

" I'm sure our leader knows exactly what he's doing." Pyrrha said resentfully.

Ren and Nora exchanged glances, unaware that the the very person they were talking about was looking through the crack between the door and the door frame.

" Mmmm... I guess so."

Jaune hung his head and shut the door as a high- pitched voice greeted him.

" Hey, Jaune!" Startled, Jaune turned to see Ruby in her pajamas. She giggled at his reaction. "Long time no see! Did you lock yourself out again?"

" Oh, uh, nope!" He raised his scroll and bitterly tried to laugh. " Got it!"

" So! Where have you been lately?"

" I, uh..." He tried to lie, but realized he couldn't. sighed and decided to spill the beans. " I messed up. I did something I shouldn't have, and now Cardin has me on a leash, and Pyrrha won't even talk to me, and..." He exhaled noisily through his nose. " I'm starting to think coming to this school was a bad idea." He pressed his back to the wall and slid to the floor with a depressed expression on his face. " I'm a failure."

" Nope!"

He looked at Ruby, surprised. "' Nope?'"

" Nope! You're a leader now, Jaune. You're not allowed to be a failure."

" But... what if I'm a failure at being a leader?" It was at this moment that Six stepped out of Team RWBY's room and headed down the hall.

Jaune whispered to Ruby. " Look at Six! He's everything I _should_ be! He's strong, he's smart, he's a master strategist. Heck, he saved all of our lives back in initiation! Shouldn't _he_ be the leader?"

Ruby joined Jaune on the floor. " Jaune, maybe you were a failure when you were a kid..." Jaune groaned and sank lower to the ground with every word. " ... and you might've even been a failure the first day we met!" He approached the ground even more. " But, you can't be one now. You know why?"

" Uhhh, because...?"

" Because it's not just about you anymore. You've got a team now, Jaune. We both do! And if we fail, then we'll just be bringing them down with us." Ruby rose and placed her hands on her hips. " We have to put our teammates first, and ourselves second. Your team deserves a great leader, Jaune. And I think that can be you." She walked over to the her dorm. "Have a good night, Jaune!" She entered and closed the door behind her.

Jaune pushed himself up and was about to open the door when he received a call on his Scroll.

" Hey! It's your buddy Cardin! I know you're probably busy with that Dust project I gave you, buuuut I'm gonna need you to go out and get me a bag of Rapier Wasps." Jaune squeaked. "And make sure they've got some really big stingers! It's important, so don't screw this up!"

Jaune closed his scroll. He headed down the hall, sighing.

Six realized how much he had changed since his arrival in Remnant. The bane of the Covenant, the Demon, was now crouching in front of a gray tree trunk collecting pink tree sap for a class project. He sighed wearily as he hammered a spile into the tree and watched the gooey pink liquid ooze into his mason jar. Bored out of his mind, the Spartan turned to look at what everybody else was doing.

Jaune attempted to sneak back to his team from CRDL's grasp, but was quickly caught. " Come on, buddy - let's go!" The blond sneaked a hopeful glance at his team before being dragged along with Cardin. Six narrowed his eyes suspiciously and abandoned his post, following the group.

Later, CRDL made itself comfortable while Jaune returned to the group with six full jars of pink liquid, setting them down as collapsed in exhaustion.

" Hey, great work, Jauney boy! Now that wasn't too hard, was it?" Cardin sneered.

" I think I'm allergic to this stuff..."

" Greeeeat, great, great. So, Jaune, I bet you're asking yourself, ' Why did my buddy Cardin ask me to collect six jars of tree sap when there's only five of us?'"

Jaune nodded. " That is one of the many questions I have asked myself today, yes."

" Well, come with me, and you'll find out."

Jaune gulped.

Now perched on a hilltop overlooking the other students, Jaune and CRDL (along with an unseen Noble Six) watched as Ren handed Nora a full jar of pink sap, which was instantly devoured.

Jaune turned. " Cardin, wh-what's going on?"

" Payback."

Jaune's eyes widened in understanding. " Pyrrha...?" He watched his teammate as she collected another jar. " Wh-what are you-?"

Cardin pounded the ground. " That's the girl. Red-haired know-it-all, thinks she's so smart. I'd go for the tin can as well, but I doubt these can get through his shell. Alright, boys..." He pulled out a cardboard box which was buzzing and shaking ominously. " Last night, old Jaune here managed to round up an entire box of Rapier Wasps, and now, we're gonna put him to work."

Now, according to one of the essays you wrote for me last week, these nasty things loooove sweets. I'm thinking it's time we teach her a thing or two."

Cardin pulled Jaune up and dropped a jar of sap into his hands.

" And you're gonna do it."

" Do what?"

" Hit her with the sap!" Cardin leaned in close to him. " Either that, or I'll have a chat with Goodwitch, and you'll be on the first airship out of Beacon."

Jaune looked down at the sap and seemed to make a decision, gritting his teeth. He wound his arm back, aiming for Pyrrha.

" No."

" What did you say?" Cardin asked.

" I said... NO!"

Cardin's chestplate was suddenly covered in pink sap. Jaune instantly recoiled as he realized what was going to happen to him.

" Oh, you've done it now..."

Dove and Lark pushed Jaune to the ground, Cardin looming over the terrified student.

" I don't care what you do to me..." Jaune glared at Cardin. "... but you are not messing with my team."

Cardin looked shocked for a second. " What? You think talk like that makes you tough? You think you're a big strong man now?"

Jaune smiles in defiance. An enraged Cardin roars and raises his fist again, but just as the hit connected, a bright light shone from Jaune's body. Cardin cried out in pain, cradling his injured hand. Jaune, now completely healed, looked at his hands, confused, as they glowed white. However, Sky kicked him in the back while he was distracted, sending him sprawling.

" Let's see how much of a man you really are..." Cardin pulled out his gigantic mace and swung it towards Jaune's head.

The bludgeoner was suddenly halted in midair a foot away from Jaune's temple, emitting a jarring sound like glass shattering. In silent horror, CRDL watched as Six shimmered into view. " Hey, you having some fun here, huh? Mind if I join in?"

Cardin raised his mace again to strike at the armored super soldier, but the weapon was kicked into the air. Six aimed a hammer strike at Cardin's head, sending his face straight into the ground and creating a small crater. The Spartan had carefully calculated Cardin's aura while he waited to avoid killing the arrogant teen, and he noticed about a third of his Aura reserve left that was slowly regenerating. As Cardin rolled over onto his back, groaning, the mace came down and happened to strike just between his legs, to add insult to injury. His face turned a nice shade of scarlet and he crumpled in considerable pain, his aura nearly gone.

A sudden growl interrupted Jaune's laughter. Six turned around, only to batted through a tree and off a cliff by a gigantic Ursa Major's paw. The spiked monstrosity leaped forward and stood over the terrified students, stopping to sniff Cardin's breastplate. The problem with Cardin relying on Jaune to do his homework was that Jaune was not exactly the best student in the class, thus, he was bound to miss some details. In this case, he had forgotten that Ursas are drawn in the same way to the smell of sweet tree sap the same way that all Grimm are drawn to negative emotion (further supporting the theory that Grimm are just animals corrupted by evil). The creature roared at the now recovered Cardin as his own teammates fled heroically.

The Grimm swung its claws and knocked Cardin sideways, ignoring a cowering Jaune and following its nose to its original target. The teenager pulled out his mace once again, but it was, yet again, swiped away, skidding towards Jaune's feet. Jaune's brow furrowed, wondering whether to fight or to flee.

* * *

Meanwhile, the Ursa Major's roar was heard by the members of Teams RWBY and JNPR, still collecting sap on the other side of the forest.

Ruby perked up. " Did you guys hear that?"

Suddenly, the fleeing members of CRDL burst into view.

" Ursa! Ursa!" Russel screamed, accidentally slamming into Yang.

" What?!" Xiao Long hefted the deserter by the front of his shirt. " Where?"

The boy struggled in the air, but managed to point back where he came from. " Back there! It's got Cardin!"

Pyrrha dropped her jar of sap, and all resentment of Jaune's actions melted in her mind. " Jaune!"

Ruby suddenly became serious. " Yang! You and Blake, go get Professor Goodwitch!" Yang dropped Russel and nodded, followed by Blake.

Pyrrha pointed at Ren and Nora as she and Ruby unsheathed and unfolded their weapons. " You two, go with them! There could be more!"

* * *

Cardin tried to run away from his assailant, but was clawed down every time. Even with his strong Aura, after Six's beating, not even he could stand up. " Crap! Crap, crap!"

Ruby, Weiss, and Pyrrha arrived onto the scene. " Oh, no!"

Now with no Aura left, Cardin was completely vulnerable. A claw that could send a thousand- pound supersoldier through a tree and off a cliff would completely obliterate his body. Growling, the Ursa swung down for the killing blow, only to be blocked by Jaune's ancient shield.

* * *

Six laid in wait at the bottom of the cliff. The Grimm's attack had been mostly absorbed by his shields, but the impact had just enough force to send him off the cliff. He pondered whether to assist Jaune or to lie in wait and see what would happen. B312 decided to go for a compromise between the two options, pulling out Nornfang and training the sights on the Grimm's temple. In this way, he could allow Jaune to gain some real combat experience while also being able to protect him if anything went wrong. He smiled inside his helmet, realizing how he had adopted his own mentors' methods.

* * *

As Jaune struggled to hold off the Grimm, Weiss lifted Myrtenaster to help, but was promptly stopped by Pyrrha. " Wait!"

Jaune yanked Crocea Mors out from the Ursa Major's paw and slashed at its more vulnerable underbelly, causing it to lash out and try to crush him. He rolled out of the way and leaped over its attack, but was unprepared a midair swipe. He landed far away, but was immediately back on his feet and charged straight at the monster. It knocked Jaune behind it when he went for a leaping attack, and he glanced at the scroll in his shield to see, horrified, that his Aura level was in the red. Refusing to give in, Jaune started to dash at the Ursa as it lumbered towards him.

Milliseconds before the two combatants clashed, Pyrrha managed to see a gaping hole in Jaune's stance, leaving himself open to the Grimm's attack. Pyrrha was known in tournaments for being so skilled that she didn't even need to use her semblance. Some conspiracy theorists even speculated that she had none. Pyrrha decided that it was time to put it to good use and lifted her hand out to Jaune, dark red energy dancing in her palm. Just as the Ursa's blow was about to connect, the glow surrounded Jaune's shield and lifted it up, blocking the swipe. Jaune took advantage of the unbalanced Grimm and with a single swipe, decapitated it cleanly. Its head fell to the ground as its body slumped, unmoving.

Pyrrha's hand ceased glowing and she smiled warmly. Ruby's brain took a second to take in what just happened. " Uhhh... What?"

Weiss was equally amazed. " How did you...?"

" Well, Ruby has her speed, you have your glyphs. My Semblance is polarity."

" Whoa, you can control poles..."

" No, you dunce! It means she has control over magnetism!"

" Magnets are cool, too..."

Weiss noticed Pyrrha starting to leave. " Wait, where are you going?"

" Yeah! We gotta tell them what happened!"

" We could... Or perhaps we could keep it our little secret?" Ruby and Weiss smiled to each other in understanding while an injured Jaune sheathes his Crocea Mors before approaching the shocked Cardin.

Cardin, still covered in sap, looked up at Jaune as his savior offered a hand. Cardin smiled, now for real, as he took it and was lifted back up on his feet.

" Holy crap, Jaune!"

" Don't ever mess with my team - my friends - ever again." Jaune threatened as he stared Cardin dead in the eye " Got it?"

Cardin looked apologetic for one of the first times in his life. Jaune turned and walked away from a frozen Cardin. At the bottom of the cliff, Six lowered his rifle and grinned, heading to the top of the hill.

* * *

Later that night, on top of the dorm building, a uniformed Jaune stood on the ledge and peered into the distance.

" No Cardin tonight?" Pyrrha walked to his side. " I thought you two were best buds?"

Jaune turned to her shamefully. " Pyrrha... I'm sorry. I was a jerk! You were only trying to be nice, and... I had all this stupid macho stuff in my head-"

" Jaune! It's okay!" The two smiled at each other. " Your team really misses their leader, you know." She headed toward the exit. " You should come down! Ren made pancakes! No syrup, though - you can thank Nora for that!"

Jaune smiled and held out his hand. " Wait!" Pyrrha spun around to see Jaune with a sheepish expression on his face. " I know I don't deserve it after all that happened, but... would you still be willing to help me... to help me become a better fighter?"

Pyrrha turned so Jaune couldn't see her satisfied smile. Without any warning, she went up to him and pushed her leader to the ground.

"Hey!"

Pyrrha stood over Jaune with arms akimbo. " Your stance is all wrong. You need to be wider and lower to the ground." She offered him her hand, which he graciously accepted, grinning. " Let's try that again."

The sounds of swords clashing could be heard all throughout the night.


	8. Green Trailer

Green Trailer

Song: Lost by Audiobuddha

(Music begins)

The camera's view starts in a tree and pans over to Six walking along a faint dirt path in the mountains, his DMR in hand. The background flashes, suddenly transforming into the war-torn cityscape of Reach before reverting back to the original.

(Music gets louder and introduces a guitar's strumming)

Six stops abruptly, quickly shoulders the rifle and slowly spins about, the camera following his view. He is now surrounded by Beowolves. The Grimm momentarily change into hordes of Sangheili.

(Music stops)

The Beowolves lunge at Six in slow motion.

(Bass drops)

B312 pulls a Magnum out of his belt, firing both the DMR and pistol in opposite directions. Six is knocked down, losing his weapons, and a Beowolf goes for the kill while another holds him down, but is promptly kicked away. The Grimm tries yet again to hold Six down and is elbowed in the face. Another Beowolf stands over Six, suddenly changing into an Elite Zealot with Energy Daggers deployed. The camera zooms into Six's visor, which flashes momentarily. The camera pans over to Six's hand, which is holding a primed frag grenade. The screen flashes white while the dying growls of several Grimm are heard. Six activates his Energy Sword and leaps into the air with the aid of his armor's thrusters, landing on a Beowolf's back and finishing it off with a stab to the skull. He spun around in a circle, slashing straight through three more Grimm. He picks up his DMR and holds off the rest of the horde, despite a few of them managing to sneak in a bite or swipe of their claws.

(Music begins to die off)

Six stands in the middle of an army of dead Beowolves and stares into the sky as the screen fades slowly to black. The letters 'RWBY' appear on the screen with the last pang of music, until they too fade away.


	9. Chapter 7

**Chapter 7**

In a forge on Beacon's campus, Six hammered away at a sheet of molten metal. Flames and sweltering air licked his armor. Since his ammunition was not infinite, Six was forced to use regular weapons for the moment, but as none of the weapons available at Beacon were of a suitable size, weight, and power for the armored super soldier, B312 decided to forge his own. He had never received formal training on metalworking, so he made do with videos on the Internet, or whatever it was called on Remnant. His brain implants and augmentations gave him the ability to learn the basics in an extremely short amount of time. He scavenged the mecha-shifting gears and cogs from surplus training weapons at Beacon to allow his creation to transform. Six picked up the hot steel and quenched it in water, which bubbled and hissed, letting out a plume of vapor. He then moved the metal to a belt sander, which put an edge to the blade, smoothing off the little bumps on the cooling steel. Finally, Six welded the blade to his creation with his energy sword. Waiting a bit for the metal to cool off completely, Six painted it green and dark grey with several white stripes to match his armor.

Noble Six stepped back to take a long look at his creation. Six could handle much more recoil than a regular human or Faunus could, so he could use much higher caliber bullets. With Ruby's recommendation, Six carried several magazines of the same type of ammunition that Ruby used in Crescent Rose, each infused with different types of Dust for different situations. In its default form, his weapon was in the shape of an ancient Spartan's Xiphos. Six could store it in a sheath attached to his waist for easy carrying. The black sheath was very similar to Jaune's Crocea Mors,transforming into an Aspis shield with a Forerunner Eld symbol glowing green in the middle. Six hefted the blade and pressed a button on the curved hilt. The sword began to transform, the grip rotating forward and sprouting a trigger while its blade split in half lengthways and rotated away, revealing the barrel of an Assault Rifle with iron sights and a compact scope. With another push of a button, the barrel telescoped forward, essentially becoming a sniper rifle.

" So, what are you gonna name her?"

Six turned to see a grinning Ruby leaning on the door. " What?"

" Your weapon. She's gotta have a name!"

Six contemplated for a second. " Autumn and Requiem." His shield represented the Pillar of Autumn, the UNSC Halcyon- class light cruiser that he had sworn to protect with his life. His sword, Requiem, reminded him of his death and second chance at life.

Ruby put her hand to her chin. " Hmmm… interesting. Hey, Nathan, you wanna go to town with us? Today's the Vytal Festival!"

* * *

Banners and streamers of all colors of the rainbow decorated the streets of Vale. Six noticed a gigantic banner reading " WELCOME TO VALE!" in bright red letters being put up by the elderly Shopkeep he had saved all those months ago.

Weiss raised her arms in wonder. " The Vytal Festival! Oh, this is absolutely wonderful!"

" I don't think I've ever seen you smile this much, Weiss." Ruby frowned slightly and rubbed the back of her neck. " It's kinda weirding me out..."

Weiss turned to Ruby. " How could you not smile? A festival dedicated to the cultures of the world! There will be dances! Parades! A tournament! Oh, the amount of planning and organization that goes into this event is simply breathtaking!"

Yang crossed her arms and rolled her eyes, sighing. " You really know how to take a good thing and make it sound boring."

" Quiet, you!"

A foghorn sounded as the group stopped near a dock. " Remind me again why we're spending our Friday afternoon visiting the stupid docks?" Yang asked.

Ruby covered her nose. " Ugh, they smell like fish!"

" I've heard that students visiting from Vacuo will be arriving by ship today. And, as a representative of Beacon, I feel as though it is my solemn duty to welcome them to this fine kingdom!

" She wants to spy on them so she'll have the upper hand in the tournament." Blake whispered to her teammates as Weiss walked away.

Weiss managed to hear the accusation and scoffed. " You can't prove that!"

Ruby turned her head to the right. " Whoa." The team stared where Ruby was looking and saw a shattered window down the street and a door blocked off by the Vale Police Force's yellow caution tape. Six walked over to the detective in front, who was writing on his Scroll. " What happened here?"

" Robbery. Second Dust shop to be hit this week. This place is turning into a jungle." The detective walked over to his partner.

Yang sighed sadly. " That's terrible."

" They left all the money again."

Ruby turned her head. " Huh?"

" Yeah, just doesn't make a lick of sense. Who needs that much Dust?"

" I don't know, an army?"

" You thinking the White Fang?"

The officer took off his sunglasses and stuck them into his pocket. " Yeah, I'm thinking we don't get paid enough."

" Hmph! The White Fang." Weiss crossed her arms, eyes closed with her nose sticking up into the air.. " What an awful bunch of degenerates!"

" What's your problem?" Blake asked.

Weiss spun around to stare Blake in the eye. " My problem? I simply don't care for the criminally insane."

" The White Fang is hardly a bunch of psychopaths." Blake crossed her arms as well. " They're a collection of misguided Faunus."

" Misguided? They want to wipe Humanity off the face of the planet!"

" So then they're very misguided. Either way, it doesn't explain why they would rob a Dust shop in the middle of downtown Vale!"

Ruby tried to break up the argument. " Hmm... Blake's got a point. Besides, the police never caught that Torchwick guy I ran into a few months ago... Maybe it was him."

" That still doesn't change the fact that the White Fang are a bunch of scum." Weiss added to Blake's growing anger. " Those Faunus only know how to lie, cheat, and steal."

" That's not necessarily true..." Yang started to say.

" Hey, stop that Faunus!"

RWBY rushed over just in time to see a monkey Faunus fleeing from two sailors.

The faunus grinned back at his pursuers. " Thanks for the ride, guys!" He laughed mockingly.

" You no-good stowaway!"

The troublemaker leaped up and used his prehensile tail to grab onto a streetlamp, pinching a banana open. " Hey! A no-good stowaway would've been caught! I'm a great stowaway!" Just before he could take a bite, one of the detectives Six was talking to threw a stone at him to get his attention.

" Hey! Get down from there this instant!"

Sun dropped the peel on the officer's face, who growled in return. The simian Faunus flipped himself up to crouch on the lamppost, laughed in amusement, and leaped off to flee from the police. As he dashed past Team RWBY, he winked at a shocked Blake.

Yang watched the Faunus race into the distance. " Well, Weiss, you wanted to see the competition, and there it goes..."

Weiss held up a finger. " Quick! We have to observe him!"

Weiss, Yang, and Ruby gave chase. Blake stood still, lost in thought before coming back to reality and following her teammates after Six waved an armored hand in front of her face. The group rounded the next corner. Weiss slammed into someone and tripped, looking up only to spy the Faunus jumping onto a building and disappearing from view.

" No, he got away!" Weiss complained, paying no attention to her surroundings.

" Uhh... Weiss?" Yang pointed slightly below Weiss's position.

Weiss looked down to see herself in an embarrassing position on top of a grinning girl. She had short, rather curly orange hair that came down to her chin, and she wore a pink bow on the back of her head. She also had bright green eyes, light skin and freckles and wore an old-fashioned blouse with short feminine overalls, as well as a black and green collar with a matching pair of stockings.

" Sal-u-ta-tions!"

Six narrowed his eyes. Despite the strange girl being right in front of him, he could not detect any kind of heartbeat or breathing on surreptitiously scanning her for weapons. Even his radar didn't identify her as a life-form. ' _Something isn't right here.'_

Ruby tried to converse with the mysterious teenager. " Um... hello."

" Are you... okay?" Yang asked.

" I'm wonderful! Thank you for asking."

The team looked at each other confusedly before Yang spoke up again. " Do you... wanna get up?"

The girl seemed to think about the question for a little while. " Yes!" She leaped back on her feet while the team stepped back a bit. " My name is Penny! It's a pleasure to meet you!"

Six was seriously suspicious now. Penny's movement and speech were too rigid, too robotic. No human or faunus acted like this. Six decided to file away the information for later.

" Hi Penny. I'm Ruby."

" I'm Weiss."

" Blake."

" Noble Six."

" Are you sure you didn't hit your head?" Yang remembered that she hadn't introduced herself as Blake hit her in the side. " Oh, I'm Yang."

" It's a pleasure to meet you!"

" You already said that."

Penny paused. " So I did!"

" Well, sorry for running into you!" Weiss apologized curtly. The group turned started to walk away.

Ruby waved behind her. " Take care, friend!"

Yang waited until they were far enough away from a startled Penny. " She was... weird..."

Weiss glanced to her right in a futile attempt to trail the long- gone monkey Faunus. " Now, where did that Faunus riff-raff run off to?"

Penny suddenly appeared in front of a startled Weiss. " What did you call me?"

Weiss looked back and forth in shock as Yang looks apologetic. " Oh, I'm really sorry, I definitely didn't think you heard me!" Six facepalmed. Normally, somebody would be very offended if Yang had said that to them since it implied she was gossiping about them, but Penny luckily wasn't paying attention to her.

" No, not you." Penny cut through the group and leaned her head over Ruby. " You!"

" Me? I-I don't know. I, what I, um, uh...""

" You called me ' friend'! Am I really your friend?"

" Uuuum..." Ruby looked over Penny's shoulder to see her teammates shaking their heads and waving their arms around to for her to deny the question. She looked farther to the left to see Six giving her a silent thumbs- up. " Y-Yeah, sure! Why not?"

The rest of Team RWBY groaned and put their hands to their faces, but nearly everybody's expectations, Penny seemed ecstatic." Sen-sational! We can paint our nails, and try on clothes, and talk about cute boys!"

Ruby groaned to Weiss. " Oh, is this what it was like when you met me?"

" No - she seems far more coordinated." Weiss shot back, earning a snort from Six.

" So... what are you doing in Vale?" Yang asked.

" I'm here to fight in the tournament."

" Wait, you're fighting in the tournament?" Weiss seemed like she wasn't sure she had heard right.

Penny answered her by saluting awkwardly. " I'm combat ready!"

" Forgive me, but you hardly look the part."

" Says the girl wearing a dress." Blake pointed out.

Weiss crossed her arms defensively. " It's a combat skirt!

Ruby sped over to her side. " Yeah!" Ruby low- fived Weiss's outstretched hand.

Realization hit Weiss. " Wait a minute."She grabbed Penny by the shoulders. " If you're here for the tournament, does that mean you know that monkey-tailed... rapscallion?"

" The who...?"

Weiss held up a horrible drawing of the troublemaker. " The filthy Faunus from the boat!"

" Why do you keep saying that?!"

" Huh?"

Blake stalked over to Weiss. " Stop calling him a rapscallion! Stop calling him a degenerate! He's a person!"

" Oh, I'm sorry." Weiss released Penny rudely and motioned around her. " Would you like me to stop referring to the trash can as a trash can? Or this lamppost as a lamppost?"

" Stop it!"

" Stop what? He clearly broke the law. Give him time; he'll probably join up with those other Faunus in the White Fang!"

Blake growled. " You ignorant little brat!"

Weiss looked offended and followed Blake as she began to walk away. " How dare you talk to me like that! I am your teammate!"

" You are a judgmental little girl."

" What in the world makes you say that?"

" The mere fact that you would sort that Faunus boy with a terrorist group solely based on his species makes you just as much of a scoundrel as you believe him to be!"

Yang slid up to Ruby. " Um, I think we should probably go..."

Penny suddenly popped up behind her. " Where are we going?"

Meanwhile, Weiss and Blake continued their tirades. " So you admit it! The White Fang is just a radical group of terrorists!"

" That's not what I meant, and you know it!"

The sun began to set and midday turned into evening as the hours went by.

" I don't understand why this is causing such a problem!" Weiss lashed out, continuing the argument even as RWBY crept into their beds and Six laid down in the corner.

" That is the problem!"

Weiss got up from her bed. " You realize you are defending an organization that hates Humanity, don't you? The Faunus of the White Fang are pure evil!"

Blake sprang to her feet as well. " There's no such thing as pure evil! Why do you think they hate Humanity so much? It's because of people like Cardin, people like you, that force the White Fang to take such drastic measures!"

" People like me?"

" You're discriminatory!"

" I'm a victim!" Weiss leered as she stared Blake in the eye. " You want to know why I despise the White Fang? Why I don't particularly trust the Faunus?" She leaned on a bookshelf next to the window. " It's because they've been at war with my family for years. War, as in actual bloodshed. My grandfather's company has had a target painted across its back for as long as I can remember. And ever since I was a child, I've watched family friends disappear; board members executed; an entire train car full of Dust, stolen. And every day, my father would come home, furious. And that made for a very difficult childhood."

Ruby went over to comfort the heiress. " Weiss, I-"

" No!" She turned away and approached Blake. " You want to know why I despise the White Fang? It's because they're a bunch of liars, thieves, and murderers!"

" Well maybe we were just tired of being pushed around!"

Silence fell on the scene like an executioner's axe. Several shocked and terrified looks from her teammates was all it took for Blake to realize what she had just revealed.

" I... I..." Blake dashed out the door.

Ruby got over her shock and ran over to the door, calling down the hallway. " Blake, wait! Come back!" Yang sat herself down and Weiss lowered her gaze to the ground.

" You have to be one of the stupidest people I know." Six said quietly after a moment of silence.

Weiss balled her fists and stood up. " What do you mean? She was a member of the White Fang, right underneath our noses!"

" Weiss, come on. She's one of our teammates." Yang brought up.

" Is she? We all heard what she said!"

" You really don't know why the White Fang is attacking your family? All you know is that there was bloodshed. But do you know the reasons behind it?" Six whispered, trying to control his anger.

" Should I? The White Fang just attacks humanity everywhere it goes! I say they're preparing for another attack, like the Windfall Incident in Mistral or the destruction of Atlas's Trade Center!"

" No. You don't really know much about your family, do you?"

" My ancestors were all honorable and benevolent men, who gave to the needy like it was the law- "

Six cut her off with a tired shake of his head. " Your father and ancestors kept thousands of Faunus at work in the Dust mines like slaves. They're given barely enough food and water to survive, and are allowed only two or three hours of sleep daily. Overseers whip those who dare to feel even a bit drowsy or slow down, even if the victim is a small child. You know why your family grew so rich so fast?" Six showed her a graph he found on his Scroll of the SDC's profits. The X- axis showed the decades from when the company was founded all the way to the present, while the Y- axis showed its profits in tens of millions of Lien. The graph revealed an extremely steep curve that increased exponentially. " It's because you don't need to pay for _any_ of the work!"

Weiss seemed noticeably shaken but still clung onto her beliefs. " That can't possibly be true! I've been to almost every single corner of the Schnee mansion, and not even once have I found any sign of that idiocy! Where did you even find that information?"

" This is according to multiple sources on the Web…"

Weiss scoffed. " You can't trust anything on those sites! Nothing on there is written by an expert or anybody who's educated!"

Six's voice grew as he let out some of his anger. " Well, how about the library? Try reading some accounts from Faunus who escaped from your father's clutches! How about _Uncle Cerulean's Cabin_? Or maybe _Incidents in the Life of a Faunus Girl_?"

" Those aren't even real books! We own the largest library in Vale-"

" Which excludes anything that has _any_ mention of the Schnee Dust Company's injustice! It's time to face the truth, Weiss. You have been manipulated. Yes, the White Fang commits atrocious acts. But how can you say the SDC does any better? Who the hell cares if Blake was in the White Fang? Every single student who comes to Beacon gets an interview with Ozpin or another member of the faculty. Do you really think they would just let a White Fang spy in here just like that?"

" I…" Weiss fell onto her bed. " What did I just do?"

" We'll just have to find out…" Ruby whispered sadly while Yang draped an arm over her sister's shoulder.

* * *

Blake fled outside, arriving at a marble statue of an armored man with a sword and a hooded woman wielding a battleaxe on an outcropping. halting, she gazed sadly at the Beowolf, the symbol of the White Fang, that was subdued under the immortalized stone heroes' feet.

She closed her eyes and slowly lifted her arms up to her bow and tugged on the ribbon, releasing it from her hair. She wiped away a tear away as the feature that set her apart from humans, the root of all her troubles, was revealed: an extra set of cat ears.

" I knew you would look better without the bow."

Startled, Blake turned about and looked up.

* * *

The sun rose over the towering spires of Beacon. Ruby stretched and yawned as she awoke from a deep sleep. Looking over to Blake's bed, she sighed in disappointment. Blake was still missing.

Ruby, Weiss, Yang, and Six walked through the empty streets of Vale.

" She's been gone all weekend..." Ruby thought out loud.

" I'm sure Blake can take care of herself."

" Weiss, Ol' Ironclad already told you-"

" I know she isn't in the White Fang anymore, Yang! But what doesn't change is that she lied to all of us. Are we not her teammates? She should talk to us about this kind of thing!"

" Weiss." Ruby started.

" Maybe she should, maybe she shouldn't. Either way, she's missing, and we need to find her!"

" A former member of the White Fang! Right underneath our noses!"

" I just hope she's okay..." Ruby said dejectedly.

* * *

Elsewhere, Blake sipped a cup of green tea. The stuff always helped to calm her down, even if it scalded her mouth a little. She looked up at the monkey Faunus sitting across from her, who held his drink with his tail as his hand propped his head up. He took a long sip out of the steaming cup as Blake put hers down on the table. " So, you want to know more about me..."

" Finally, she speaks! Nearly two days and you gave me nothing but small talk and weird looks!" Blake gave her companion a withering look. " Yeah, like that."

Blake rolled her eyes before closing them and looked at the Faunus sadly. " Sun... Are you familiar with the White Fang?"

" Of course! I don't think there's a Faunus on the planet who hasn't heard of them. Stupid, holier-than-thou creeps that use force to get whatever they want. Bunch of freaks, if you ask me!"

Blake sipped her drink, pausing for a second. " I was once a member of the White Fang."

Sun suddenly went cross- eyed and choked on his drink, making him put it down and wipe his mouth as he held up a hand to process the information. " Wait a minute, you were a member of the White Fang?!"

Blake clapped her hand to Sun's mouth and looked around to see if anybody heard the exclamation. Luckily,nobody was listening. " That's right. I was a member for most of my life, actually. You could almost say I was born into it… back then, things were different. In the ashes of war, the White Fang was meant to be a symbol of peace and unity between Humans and the Faunus. Of course, despite being promised equality, the Faunus were subjected to discrimination and hate. Humanity still thought of us as lesser beings. And so, the White Fang rose up as the voice of our people. And I was there. I was at the front of every rally. I took part in every boycott. I actually thought we were making a difference. But I was just a youthful optimist. Then, five years ago, our leader stepped down, and a new one took his place. A new leader, with a new way of thinking. Suddenly, our peaceful protests were being replaced with organized attacks. We were setting fire to shops that refused to serve us, hijacking cargo from companies that used Faunus labor. And the worst part was, it was working. We were being treated like equals. But not out of respect... out of fear. " Blake put down her teacup in front of a stunned Sun.

" So, I left. I decided I no longer wanted to use my skills to aid in their violence, and instead, I would dedicate my life to becoming a Huntress. So here I am: a criminal hiding in plain view, all with the help of a little black bow." She wiggled her cat ears beneath their disguise to demonstrate.

" So... have you told your friends any of this?"

Blake merely looked down in shame.

* * *

" Blaaaake!"

" Blaaaake!"

" Blaaaaaaaake! Where aaaare yoooouuuu!?"

" Blake!"

The remainders of RWBY continued searching for their missing teammate while Six silently scanned the area with his radar.

Ruby turned on Weiss. " Weiiiiss, you're not helping!"

" Oh! You know what might be able to help? The police!"

Ruby, irritated, crossed her arms. " Ugh, Weiss..."

" It was just an idea!"

" Yeah, a bad one." Yang added.

" And I think Weiss' hair looks wonderful today!"

Ruby turned in shock along with the others. " Aaaah! Penny! Where did you come from!?"

Penny cheerfully ignored the question. " Hey guys! What are you up to?"

" Uhh..."

" We're looking for our friend, Blake." Yang quickly answered for her sister.

" Ooooh, you mean the Faunus girl!"

The group stared at Penny.

" Wait, how did you know that?" Ruby asked.

" Uhh, the cat ears?" She pointed to her head.

Yang laughed for a bit. " What cat ears? She wears a... boooowww..."

The realization left them in silence.

" She does like tuna a lot..." Ruby whispered.

" So, where is she?" The bubbly ginger girl questioned.

" We don't know. She's been missing since Friday."

Penny gasped. " That's terrible!" She approached an uncomfortable Ruby. " Well, don't you worry Ruby, my friend! I won't rest until we find your teammate!"

Ruby tried to continue to smile, but what came out was an awkward grin. " Uh, that's really nice of you, Penny, but we're okay! Really! Right, guys?"

She looked over Penny to direct her question at the now absent Yang and Weiss. Only a silent Six remained with her.

" It sure is windy today!" Penny quipped, oblivious.

* * *

Sun and Blake quietly walked through a narrow alley.

" So, what's the plan now?"

" I still don't believe the White Fang is behind these robberies." Blake answered her companion. "They've never needed that much Dust before."

Sun widened his eyes. " What if they did?" He started pacing in front of Blake. " I mean... the only way to prove that they didn't do it, is to go to the place where they would most likely go to if they were to do it, and not find them there! Right?"

" The only thing is, I've no idea where that would be."

" Well, while I was on the ship, I heard some guys talking about offloading a huge shipment of Dust coming in from Atlas."

" How huge?"

" Huge. Big Schnee Company freighter." Sun stretched out his arms to demonstrate his statement.

" You're sure?"

* * *

" So, Blake is your friend?" Penny asked.

Ruby sighed as the three made their way down the sidewalk. " Yes, Penny."

" But you're mad at her?"

" Nah, everybody in RWBY is fine with her, but I'm just not sure about Weiss." Six answered.

" Is she friends with Blake?"

" Well, that's kind of up in the air right now..." Ruby said.

" But why?"

Ruby sighed. " Well, you see, Blake might not be who we thought she was..."

Penny gasped. " Is she a man?"

Ruby glared at Six, who had started to laugh loudly. " No! No, Penny. She's..." She stopped and sighed. " I don't know what she is. She didn't exactly talk to us before she decided to run off."

" I don't have a lot of friends, but if I did, I would want them to talk to me about things."

Ruby turned her gaze to the ground. " Me too..."

* * *

Amidst the chirping of crickets and darkness of night, Blake laid flat on her stomach on a rooftop overlooking a shipment of Schnee Dust containers.

" Did I miss anything?"

Blake glanced up as Sun dropped down next to her. " Not really. They've offloaded the crates from the boat. Now they're just sitting there."

" Cool." Sun held out one of the several apples in his arms. " I stole you some food!"

Blake shot his a questioning look. " Do you always break the law without giving a second thought?"

" Hey, weren't you in a cult or something?" Blake gave him an angry glare. " Okay, too soon!"

The winds blew all around the two, and they looked up to see a Bullhead's searchlights flashing around for a landing spot. The VTOL descended in the middle of the cargo containers and extended a ramp for a black hooded person sporting a menacing white fanged mask with four eye- slits, bearing a resemblance to a Grimm's faceplate.

" Oh no..." Blake moaned.

" Is that them?"

Blake stared at a blood- red Beowolf symbol on the back of the man's outfit. " Yes... It's them."

A member of the White Fang motioned to his comrades with his rifle. " All right, grab the tow cables!"

" You really didn't think they were behind it, did you?"

Blake looked sadly at the scene. " No. I think deep down I knew. I just didn't want to be right." She closed her eyes in despair.

" Hey! What's the holdup!?" The soldiers turned their gazes to none other than the orange- haired criminal, Roman Torchwick. " We're not exactly the most inconspicuous bunch of thieves at the moment, so why don't you animals try to pick up the pace?"

" This isn't right. The White Fang would never work with a Human. Especially not one like that." She stood up and unsheathed Gambol Shroud, her katana, and stepped off the roof.

" Hey, what are you doing?!"

Blake landed on her feet in a crouch and continued to hide, this time behind one of the containers, peeking around the corner to see Roman berate a White Fang member holding a coil of rope.

" No, you idiot! This isn't a leash!" Blake suddenly appeared behind him and held her blade to his throat. " What the- Oh, for f-" He rolled his eyes as Blake cut him off mid- swear.

" Nobody move!"

The White Fang soldiers cocked their guns and unsheathed their blades.

" Whoa! Take it easy there, little lady." Roman added.

As the White Fang closed in on her, Blake reached for her bow with her free hand and removed it, causing the ribbon to fall away as her Faunus ears were revealed. " Brothers of the White Fang! Why are you aiding this scum?"

The White Fang members lowered their weapons a little at this development, not wishing to harm a fellow Faunus.

Roman laughed dryly. " Oh, kid, didn't you get the memo?"

" What are you talking about?"

" The White Fang and I are going in on a joint business venture together!"

" Tell me what it is or I'll put an end to your little operation." Blake threatened.

Suddenly, the air was filled with the din of more turbines blowing the wind wildly around the scene.

Torchwick looked up. " I wouldn't exactly call it a little operation..."

As Blake stared at the four hovering Bullheads in horror, Roman smiled malevolently and managed to fire his cane at Blake's feet, resulting in a large explosion that blew her back as several barrels containing flammable materials combusted.

* * *

Penny and Ruby turned around upon hearing the noise, seeing the black smoke rise from the docking bay just a few blocks away.

" Oh, no..." Ruby moaned.

Blake, dazed but relatively unhurt on the ground, quickly rolled out of the way of Roman's continuous attacks, flaming missiles destroying cargo behind her as she was constantly forced to switch cover.

Roman approached her slowly, his cane now fully reloaded. " Here, kitty, kitty, kitty..." He was interrupted mid- taunt when a banana peel landed on his head, making him look up and growl at his assailant.

Sun leaped from the container above Roman and dropped down on the criminal's face feet-first, rolling away and readying himself to fight. " Leave her alone!"

The Bullheads' doors swung open, spilling out an army of White Fang that surrounded Sun as Roman rose to his feet.

" You're not the brightest banana in the bunch, are ya, kid?"

With that said, the White Fang charged at the monkey Faunus, who managed to dodge several slashes and even beat down a few of their number with several well- aimed punches and kicks. He rolled away and pulled out a collapsible red staff with golden caps. Sun stepped forward and began to attack, felling more and more cult members with every swing, each swipe producing a trail of flame.

Blake peered around the corner of the container to watch Sun performing what looked like a dance of war, all the while smiting enemies left and right and causing one grunt to fly over Roman's head. The crime boss growled annoyedly and aimed his cane at Sun, firing a shot that the Faunus barely managed to deflect just when Blake leaped in front of him.

" He's mine!" Blake dashed towards him, activating her Semblance, and became a blur of afterimages as she slashed with both Gambol Shroud and its sheath, which doubled as a machete ( which completely missed the point of a sheath). Roman backed away, deflecting each blow with his cane at unbelievable speeds. Blake leaped over and around him to try to find an opening to strike. However, Roman, despite barely being able to deflect the attacks, kept on landing hits until he finally beat his opponent down.

Sun appeared right behind Blake as Roman gloated over his victory. His staff broke apart to reveal twin flaming nunchucks with triggers in each of the four handles. He swung each weapon around, firing the whole time, but impossibly, each bullet and hit was blocked by Torchwick's cane. Getting up shakily, Blake managed to sneak in a hit from Gambol Shroud while Roman was distracted, knocking him down.

While on his back, Roman noticed a container hanging precariously from a crane right above the two warriors. Taking the opportunity, he aimed and fired his weapon at the crane's supports, sending the whole thing crashing down. Blake leaped behind the falling structure while Sun dodged forward, rising to find himself staring down the long rifled barrel of Torchwick's cane. Just before Sun was going to be killed execution- style, a familiar voice distracted Roman from his target.

" Hey!"

Ruby appeared on the rooftop overlooking the bunch, Crescent Rose extended and combat ready.

Roman turned to wave to her. " Well, hello, Red! Isn't it past your bedtime?"

Penny approached Ruby. " Ruby, are these people your friends?"

Six suddenly appeared in front of the two. " GET BACK!" While Ruby's attention was diverted, Roman snarled and fired his cane at her. The round impacted SIx's chestplate and sent him flying back, lowering his shields to 70%. Despite Ruby not being hit directly by the blast, the resulting shockwave blew Crescent Rose out of her hands. She screamed as a fist of flame sent her sprawling on the ground.

Roman let out an impressive cliche evil laugh. Penny turned her head toward the criminal, her happy grin distorting into an angry glare. She began to advance towards Torchwick as Ruby tried to get back on her feet.

" Penny, wait! Stop!" Ruby raised her hand in a futile attempt to stop her friend.

" Don't worry, Ruby. I'm combat ready!"

Her backpack ratcheted open. A single gray-colored blade with a luminous green power symbol at the center of its bronze hilt floated out. Suddenly, the sword split into multiple identical blades hovering over Penny's back. She leaped from the rooftop, the swords acting as wings, and sent three of them to knock two White Fang members before even touching the ground. She proceeded to send her blades flying all over the area spinning in deadly whirlwinds, impaling a cultist to the wall. The blades then formed into a barrier of spinning steel to protect Penny from a charging attack from another White Fang member. She leaped over a grunt and created a whirling wheel of blades that knocked multiple enemies off their feet.

Six suddenly boosted over a shipping container, his shields recharged and a minor scorch mark on his chestplate. He unsheathed Requiem, the blade gleaming, and magnetically clipped Autumn to his left arm. He landed on top of a cultist, smashing him into the ground, and used the momentum to send his blade crashing down into another's shoulder. The White Fang member screamed as his collarbone was shattered; the sword didn't go through due to the Faunus's Aura. Six grunted as a chainsaw- wielding terrorist appeared behind him, grinding at the armor protecting his midsection with the weaponized power tool. The multiple impacts of the chainsaw were devastating to Six's shields, as each tooth was enhanced by Burn Dust, giving the weapon around half the impact of an Energy Sword on contact, six hundred white- hot teeth hitting per second. B312's shields dropped to 75% before he turned and shield- bashed the cultist in the head and sent him flying back, his mask crushed.

Sun observed the two warriors in amazement as he escaped to safety. " Whoa!"

Three more weaponized Bullheads came from the skies and opened fire on the scene. The terrifying sound of cannons firing filled the air. To SIx, it sounded extremely similar to the 1972 A-10 Warthog's Gau-8 Avenger Gatling Cannon. A container was cut completely in half by the Lightning Dust enhanced 30mm rounds (which were used like EMP rounds), while a troop transport truck exploded in a fist of flame and shrapnel. A gigantic dust cloud formed over the battleground, ironically helping Six and Penny by shielding them from the aircraft's views. Six was forced to switch to infrared vision while Penny seemed unaffected. She motioned at her swords, which formed a spinning circle in front of her. A glowing neon green ball of energy began to form in the center, which was released with a simple punching motion from Penny. The projectile sailed towards a Bullhead and lipped it in its right engine, completely obliterating it and sending it spiraling towards the ground. Moments later, a massive fireball enveloped the wreckage.

Six whistled in appreciation of the fine weapon and readied his own. He pulled out the Selene's Lance and charged it up, its green targeting laser cutting through an inch and a half of another Bullhead's heavy armor. He released the trigger, releasing a blood red laser that cut the vehicle completely in half, White Fang spilling out. The wreckage spun into a second fleeing aircraft, slamming it into the ground. Both Bullheads exploded violently in two fists of flame, shrapnel cutting into the ground.

Ruby watched as Penny pulverized yet another aircraft, as if she was competing with Six, who was peppering the air with Assault Rifle fire. " Whoa... How is she doing that?"

Roman grimaced and dashed to his personal modified Bullhead, watching the carnage below as the transport rose into the air. " These kids just keep getting weirder and weirder..." He used his cane to shut the door as the jet lifted off and blasted away.

* * *

A handful of police cars arrived at the scene. Ruby, Blake, Sun, and Penny relaxed in silence on several boxes while Six leaned on a nearby car. Suddenly, Weiss and Yang appeared on the scene.

Ruby quickly tried to explain the situation. " Look Weiss, it's not what you think, she isn't lying, she explained the whole thing. See, she doesn't actually have a bow, she has kitty ears and they're actually kind of cute..." Weiss ignored her and squared off with Blake.

Blake looked her down calmly. " Weiss, I want you to know that I'm no longer associated with the White Fang. Back when I was with the-"

" Stop! Do you have any idea of how long we've been searching for you?" She paused for effect. "Twelve hours. That means I've had twelve hours to think about this. And in that twelve hours, I've decided..."

Yang, Sun, Six, and Ruby looked on, worried.

" I don't care."

Blake was surprised by Weiss's statement. " You don't care?"

" You said you're not one of them anymore, right?"

" No, I-I haven't been since I was younger-"

Weiss raised a finger and closed her eyes. " Upupupupup! I don't want to hear it. All I want to know is that the next time something this big comes up... you'll come to your teammates. And not some..." She looked at Sun and stopped herself from calling him another speciesial slur. " Someone else."

Blake looked at Ruby and Yang grinning at her and wipe a happy tear from her eye, nodding. " Of course."

Weiss smiled and nodded.

Ruby waved her arms around wildly after a moment of silence. " Yeah! Team RWBY is back together!"

As the six gathered, Weiss pointed accusingly at the troublemaking Sun. " I'm still not quite sure about how I feel about you!" He laughed nervously.

Ruby looked all around her. " Hey, wait a minute... Where's Penny?"

Penny silently watched the group's reunion from behind a limousine's black- tinted window.

" You should know better than to go running around in a strange city." The driver chastised her.

Penny lowered her head dejectedly. " I know, sir."

" Penny, your time will come..." Her driver answered as he pulled away from the scene.

* * *

Meanwhile at Beacon, Ozpin held a scroll showing a "LIVE FEED" of the battle at the docks. He closed the video and tried to send a message to a raven- haired man called Qrow, whose team name and information was blacked out. His sole message was, " QUEEN HAS PAWNS."  
" Hmmm..." The headmaster thought over the simple but ominous message. ' _Ruby... Nathan... what have you gotten into?'_

* * *

Roman strolled into a large, shadowy warehouse. He went over to a table and placed down a large case, sighing tiredly after the long night.

" How very disappointing, Roman."

Roman spun around, a horrified look flashing across his face. " Whoa! Hehe... I wasn't expecting to see you guys so soon..."

" We were expecting... more from you."

Roman laughed a little nervously. " Hey! You were the ones who suggested working with those stupid mutts from the White Fang."

" And you will continue to do so." The speaker summoned a glowing fireball which danced evilly in her hand. The dark- haired woman in the red minidresswho had fought alongside him against Six and Ruby stepped out of the shadows with two accomplices behind her: a gray- haired man and a tanned, mint- haired woman.

" We have big plans for you, Roman. All we ask is... a little cooperation."


	10. Chapter 8

**Chapter 8**

Six woke up on Reach.

He didn't know why he was there, or how he got there in the first place, but he didn't have time to contemplate as a gigantic, ominous shadow covered the land. The buildings and scenery burst into flame and disintegrated into dust which was blown away in a gust of piercing wind, until there was nothing around him but debris and smoldering ruins.

The Spartan looked on, horrified, as the shadows collected in slithering tendrils until they formed the shape of a woman. Her skin was a deathly pallor, covered with tortuous, deep red and purple veins that ran up her arms and face. The sclerae of her eyes were jet black and her irises glowed blood- red. A black diamond shape adorned the center of her forehead, a symbol of unity, balance and clarity twisted and distorted into a symbol of evil. She wore a black robe with red designs resembling a Grimm's eyes. Her bleached white hair was formed into a bun with six offshoots that had ornaments suspended from them.

"Noble Six. Or, should I say, Nathan Mendez. Always the trusted lapdog." She purred as he approached the frozen Spartan. "You have been used your entire life. You and all your comrades were born to fight and die, simply weapons pointed at the enemy so somebody else could claim a victory. And what do you have to show for it?" The horrifying woman caressed Six's cheek and whispered softly into his ear. "Join me. Help me bring peace and balance to this hectic world by starting anew. I will get rid of racism. I will get rid of prejudice. And I will get rid of war." The shadows retreated, and the buildings began to grow. The ruins were soon replaced with towering skyscrapers that gleamed in the sunlight.

A part of Six's brain urged him to give in, to accede. For eleven, now twelve years, he had been fighting not for his life, but for others. Their safety was bought by his and other soldiers' blood. It would be so easy, he thought. So easy to end it all. But he refused. He refused to let what happened to Reach happen to Remnant as well. Remnant had given him a new outlook on life, one that wasn't just an objective, to capture a base or to assassinate a Covenant leader. It had given him freedom and real friends, neither of which he had ever had before. Beacon gave him a new home and a family to replace the one he had lost. And he would protect it with his life. "NEVER!"

The landscape shattered violently like glass and was replaced by a black void. "THEN YOU SHALL BE DESTROYED."

The sensation of falling shocked Six. Scorching wind buffeted him from below as he began to see walls, a ceiling, a floor. Lava flowed in hellish rivers on the ashy ground, and the air was filled with choking smoke. A sudden collision with something soft cushioned his fall. Six stood up to see himself covered in blood. And he began to hear faint voices, haunting voices that began to grow louder and louder.

"Yooouuuu faaaaiillled ussssss..."

"Yoooooouuuuuu weeerrreee ouuurrr onllyyyy hooopppeeee…"

"Whhhhhyyyy cooouuuullllddnn'tttt yooooouuu saaaavvvveee uussssss?"

"Muuuurrrrddeeeerrrreeerrrr!"

The Spartan slowly turned his gaze downwards and gasped. He was standing on a pile of dead bodies- and all of them people he recognized. The bodies of countless marines and fellow Spartans stared at him with dead eyes, their ragged clothes and shattered armor stained with crimson gore. His eyes widened as he discerned four of the corpses from the group.

"Carter? Kat? Jorge? Emile?"

They lifted their heads towards him. Carter's armor was burnt completely black, his armor mere scraps of metal hanging off his destroyed body. His jaw loosely hung off his skull, a single eye staring back at Six. Kat wasn't in very good shape either. Half her skull and brain were gone, blood dripping from the garish wounds. Jorge was merely a charred skeleton with tiny scraps of armor attached. Blood dripped from Emiles mouth, a jagged hole in his chest.

"Ittt shhhhoouuulllllddd haaaavvveee beeeeennn youuuuu…"

"Whhyyyy….?"

Six fell to his knees, clutching his head as the moaning and groaning grew louder and louder until the din overpowered his senses.

"Noooblleee Siiiixxxx…"

"Siixxxx…"

"Six!"

The Spartan started, his armored hand going straight to the loaded Magnum on his hip.

"Hey! What the hell is wrong with you!"

An armored gauntlet suddenly rammed into his face. Six's head flew back and smashed a spiderweb- shaped crack in the wall behind him, covering his armor in white dust.

"Yaaaaanng!"

Six quickly became aware of his surroundings. Ruby was clutching onto Yang's raised fist while Blake and Weiss looked on behind them. Yang's irises flickered blood- red for a second before reverting to their normal lilac hues as she calmed down.

"Oh crap, uh… are you okay?"

"Yeah… yeah, I'm fine." Six extracted himself from the damaged wall and stood up shakily.

"Well, you definitely did not look fine a couple minutes ago," Weiss remarked. "We tried to wake you up at least six times."

"Drop it. Please." Six headed towards the dorm's bathroom. "You guys go ahead to breakfast. I'll catch up." He closed the bathroom door and waited until he heard the dorm door creak closed.

The Spartan brought his hand to the back of his helmet and slid it off smoothly with a push of a button. The airlock disengaged with a soft hissing sound. His long hair, now free, fell down limply. Six rested his face in his hands and let out a long, painful groan. 'Goddammit.' He brushed his teeth as quickly as he could and headed downstairs.

* * *

Six slightly raised his helmet to scarf down several strips of bacon, followed by a glass of milk. Granted, he had never gotten used to eating in public, but the light meal tasted a hell of a lot better than the revolting nutrient bars he had usually crammed in on missions.

He flipped his helmet down to see the others in similar states of boredom. Nora was tossing grapes at Yang, who was impressively catching every one in her mouth. Blake was studying from her numerous notebooks. Ruby was hefting a massive binder towards the table with all her strength, which was strange to Six as he had seen her leap several meters in the air with a weapon that was at least fifty pounds.

Ruby slammed the thick binder onto the table, catching everyone but the Spartan off guard. The gigantic folder was at least one and a half feet wide, with countless little notes and bookmarks stuck between the pages. On the cover, the words "Vytal Festival Activities, Property of Weiss Schnee" had been crossed out hastily with a red sharpie, replaced with a new title: "Best Day Ever Activities."

Ruby cleared her throat loudly and gestured to everyone at the table. "Sisters... friends... Weiss."

"Hey!"

"Four score and seven minutes ago, I had a dream." the scythe- wielder continued.

Yang caught another grape in her mouth. "This oughta be good."

"...A dream that one day, the four of us will come together, as a team, and have the most fun anyone has ever had... ever!"

Weiss squinted suspiciously at the gargantuan folder. "Did you steal my binder?"

" Well, I'd say it's pretty obvious," Six quipped, gesturing towards the binder's incriminating cover.

Ruby tried to make herself look as innocent as possible by making peace signs with both hands. "I am not a crook."

"What are you talking about?" Blake asked.

"I'm talking about kicking off the semester with a bang!" Ruby answered.

"I always kick my semesters off with a Yang! Eh? Guys? Am I right?"

An apple bounced off the blonde's face, who glared at her assailant.

"Boooooooooooooooo!" Nora jeered.

"Look guys, it's been a good two weeks and between more exchange students arriving and the tournament at the end of the year, our second semester is going to be great! But, classes start back up tomorrow! Which is why I've taken the time to schedule a series of wonderful events for us today." Ruby said.

"I... don't know whether to be proud or scared of what you have in store." Weiss said. Six silently agreed with the heiress.

Yang, still glaring, grabbed an apple and hurled it across the room. The red fruit impacted the back of another student's head, sending his face into a bowl of yogurt and granola. "Hey!" Nora giggled.

"I don't know. I think I might sit this one out." Blake decided, oblivious to the commotion going on.

"Sit out or not, I think that however we spend this last day, we should do it as a team!" Weiss replied.

"I got it!" Nora shouted.

Six immediately realized what Nora had in mind. He tried to stop the maniacal ginger too late. "Nora-"

"I for one think that…" Weiss was suddenly interrupted mid- speech by a banana cream pie landing on her face. Six sighed defeatedly. Nora, wide- eyed, sat down slowly and pointed at a face palming Ren. Pyrrha's hand quickly went to cover her mouth, while Jaune simply sat there, stunned.

A student on the other side of the room quickly realized what was going on. "Food fight!"

The situation got out of hand faster than Six could blink. "Ahahahaha!" Nora cackled atop a ramshackled tower of tables. "I'm queen of the castle! I'm queen of the castle!"

Ruby stomped onto a table and pointed at a grinning Team JNPR. "Justice will be swift! Justice will be painful!" She crushed a milk carton in her bare hand, splattering white liquid everywhere. "It will be delicious!"

The rest of Team RWBY raised its fists and cheered.

"I don't think you should-" Six was interrupted by a dozen raw eggs splattering all over his chestplate. He sighed. "Dammit all to hell." He picked up a tomato that was rolling towards him and tentatively tossed it up and down a few times. He suddenly stepped forward and flung the fruit with a fastball pitch towards an unsuspecting Jaune.

"Off with their heads!" Nora screamed as her team leader was taken down. She leaped down to the ground, landing heavily. The rest of JNPR started to hurl watermelons at RWBY.

Ruby pointed at a location slightly behind her sister. "Yang! Turkey!"

Yang dive- rolled over to two roast turkeys that were randomly on the floor and stuck her fists inside them, emulating her Ember Celica. She punched several melons out of the air, but was not quick enough to block the rest of the hailstorm. A watermelon slammed into her, knocking her down. Nine more melons began to fall above her position, but were all deflected off some kind of force- field, a transparent geodesic dome forming above her head. The blonde brawler turned in amazement to see Six standing behind her.

Six signaled her forward. "Go get 'em, soldier!" Yang gave him a mock salute and dashed towards Nora, who had inserted a long metal pole into a watermelon and was using the combination as a substitute for Magnhild. Six went invisible and snuck up behind Ren, who was just about to charge towards a baguette- wielding Blake with two sticks of celery. He grabbed the ninja around the waist from behind, and before his target realized what had happened, bent backward and suplexed Ren into the ground. To add insult to injury, Six took hold of a pecan pie and mashed it into his victim's face.

"REN! I WILL AVENGE YOU!"

The Spartan grabbed the dual vegetables just in time to block a blow from Nora's watermelon- hammer. Surprisingly, both celery sticks remained intact. _'Holy shit...I know celery has a lot of iron, but this is just stupid!'_ Six activated his armor's thrusters and kneed Nora in the chin. The impact sent Nora flying, but she managed to do a flip in midair and landed on her feet.

With a yell, bolts of pink lightning began to arc across Nora's body. Her improvised weapon was surrounded by a pink glow. She bolted towards Six, crossing the distance between them in a fraction of a second. The swipes began to rain down on Six, harder and faster than before her transformation. 'So her semblance is electrokinesis… interesting. And metal and water are great conductors of electricity...'

A blow landed on Six's chestplate, sending him stumbling back. His shields lowered to 81%. _'Right… there's plasma in lightning… I gotta end this quickly.'_ He dropped down and swept Nora's feet out from under her as she leaned forward for another swipe. She landed flat on her face, dropping her watermelon- hammer. Six immediately picked it up and swung it like a golf club into Nora's side. The berserker was sent sailing across the room, slamming into a pillar, which immediately collapsed around her unconscious body.

Blake and Yang were barely holding their own against Pyrrha, who was pushing them back with a tornado made up of at least a thousand drink cans. Ruby was cradling a knocked- out Weiss in her arms. "Weiss, Weiss! Don't leave me! Noooo!" Yang and Blake were suddenly punched into the air by twin fists of aluminum cans, their bodies slamming Ruby into the wall.

A carrot suddenly hit Pyrrha in the face. The ringing of hundreds of aluminum drink cans clattering to the ground filled the air as she turned towards her assailant.

"How 'bout you pick on somebody your own size?" (Pyrrha was taller than everybody in Team RWBY) Six challenged.

She smiled and picked up a three- foot baguette, bringing it close to her face and swinging it towards the ground in a fencer's salute. Six bowed mockingly, making the Invincible Girl giggle. She rushed forward and went for a strike to B312's side that was immediately parried by his improvised hammer's shaft. Attempting to catch his opponent off guard, Six dropped down and tried to sweep her off her feet, much like he had done against Nora. However, the warrior realized what Six was planning and leaped over the attack, swinging the french bread at her adversary again and again and again. B312 managed to block every one of the attacks, the metal of Six's hammer clashing against Pyrrha's stale baguette emitting a peculiar sound that rang across the room.

Six was exhilarated. It was not often that he could find a challenging opponent on Remnant, so it felt good to actually try in a battle. It was Spartan against Spartan, warrior against warrior. Both tried again and again to land a blow, but all their attacks were blocked easily by the other.

"You're very skilled," Pyrrha breathed between strikes. "It's not often that I have to struggle against somebody."

"Likewise," Six returned.

The bout was interrupted when Glynda Goodwitch slammed the doors open. The instructor growled as she waved her riding crop through the air. Smashed tables glued themselves back together, while others sailed through the air and bounced on the ground to their original locations. Food flew off the ground and walls and onto the tables. "Children, please. Do not play with your food!" The students who had been knocked out- everybody except Six and Pyrrha- slowly began to come to their senses and gathered in the middle of the room.

"That. Was. Awesome!"

"My everything hurts."

"Again! Again!"

"No, Nora, not again."

Six was vaguely aware of Goodwitch and Ozpin discussing something in the background, no doubt to distribute punishments. But he didn't care.

It felt great to let loose for a change.

* * *

A/N A very short chapter, I know. But I really wanted to upload on Christmas! Happy holidays!


	11. Chapter 9

**Chapter 9**

A gargantuan airship touched down on the landing pads of Beacon, Bullhead transports swarming around it like flies.

"Ironwood certainly loves bringing his work wherever he travels." Glynda Goodwitch remarked, pushing her glasses up. She was standing next to Ozpin as they observed the spectacle below from a large window in the headmaster's office.

"Well, running an academy and a military makes him a busy man." Three more Bullheads flew in. "But yes, those are a bit of an eyesore." A chirping alarm suddenly sounded behind him. Ozpin turned to see a hologram reading "Access Requested" projected over his desk. "Come in."

The metal doors slid open and an imposing- looking figure walked in. He wore a white overcoat with a gray undercoat, black sweater, a red tie, and a white glove on his right hand. His white suit pants were tucked into silver boots accented in gray. He gave the impression of a seasoned warrior, his movements controlled and exact. "Ozpin!" He greeted cordially.

Ozpin straightened up. "Hello, General."

"Please, drop the formalities." The two headmasters shook hands warmly. "It's been too long. And Glynda! It has certainly been too long since we last met."

"Oh, James!" Goodwitch waved personably before dropping all pleasantries. "I'll be outside."

"Well, she hasn't changed a bit." Ironwood deadpanned as Glynda left the room.

As Ozpin speaks, the camera shifts and Glynda can be seen from behind Ozpin and Ironwood as she exits the room.

Ozpin turned to his desk. "So, what in the world has brought you all the way down from Atlas?" He picked up a mug and a kettle, pouring as he spoke. "Headmasters don't typically travel with their students for the Vytal Festival." He turned and offered the cup to Ironwood.

The mug changed hands. Ironwood produced a small canteen from his coat pocket and poured the contents into it. "Well, you know how much I love Vale this time of year. Besides, with you hosting, I thought that this might be a good opportunity for us to catch up."

Ozpin sat down at his desk and poured himself some coffee. "I can certainly appreciate the quality time between friends, however, a small fleet outside my window has me concerned."

"Well, concerned is what brought them here."

"I understand that travel between kingdoms has become increasingly difficult."

"Oz, you and I both know why I brought those men." Ironwood took a long sip of his beverage.

Ozpin did the same. "We are in a time of peace. Shows of power like this are just going to give off the wrong impression."

"But if what Qrow said is true…"

"If what Qrow said is true, then we will handle it tactfully."Ozpin emphasized his point by holding up an index finger. "It's the Vytal Festival. A time to celebrate unity and peace. So I suggest that you not scare people by transporting hundreds of soldiers halfway across the continent."

"I'm just being cautious." Ironwood retorted.

"As am I. Which is why we will continue to train the best Huntsmen and Huntresses we can."

"Believe me, I am." Ironwood turned around and began to head for the door, but stopped abruptly to look back at his old friend. "But ask yourself this: Do you honestly believe your children can win a war?" Ironwood continued on his way to the exit..

"I hope they never have to." Ozpin sighed softly.

* * *

In Beacon's library, Six leaned back in his chair and rested his feet on the oval harkness table, making the dark wood furniture groan with the effort of supporting him. Thankfully, Ozpin was able to replace many of the chairs and tables with modified ones that could hold up much more weight. Six had told the headmaster that the investment wasn't necessary, but the old man had waved him off, insisting that much of the furniture was in need of replacement anyway.

Despite the period being a study hall, only a few people were using it as it was intended to be used. Team RWBY sat around a smaller table playing some kind of card game. Jaune had his nose stuck in a comic book, while Ren and Pyrrha made good use of their time by reviewing their notes from class. Nora was muttering something about pancakes in her sleep, her face planted on the table. Even though her snoring was _extremely_ distracting, nobody but her closest friends even went near her. The small puddle of snot forming next to her nose made sure of that.

A tiny dinging noise alerted Six to check his Scroll. Sure enough, a message from Ozpin was displayed on the blue holographic screen: " _Nathan, I would like to speak with you in my office."_

Six groaned as he slid out of his seat and headed out the door.

Two minutes later, the door to Ozpin's office creaked open.

"Hello, Nathan. You have been an exemplary student so far. Top grades in all classes."

"Just get to the point, Oz." Six cut in as he walked into the spacious room.

"Alright, then I shall oblige. Who exactly are you, Noble Six?"

Six flinched. This was the last thing he was expecting to be asked. "What do you mean?" He returned guardedly.

Ozpin waved off the question. "Please, Nathan. A quick search for the name 'Mendez' yields no results. The near impossibility of a lone engineer creating gadgets and equipment decades more advanced than even the most intricate experimental Atlas technology in secret makes your story very implausible. So, Nathan, I will ask you again: Who exactly are you?"

Six sighed, defeated. "Alright, you got me. I will tell you everything on _one_ condition."

"And that is?"

B312 leaned forward and placed his hands on Ozpin's desk. "Nothing leaves this room without my knowing."

"That can be arranged."

"This is… hard to explain. So I should start from the very beginning. I am actually from a different planet called Earth. It's… it's actually a lot like Remnant, although without Grimm and with humans as the only species populating it. Humans united as one under the United Earth Government, or UEG, and all was well for a few centuries. However, issues eventually began to pop up. Facing overpopulation and nearly overcrowding the Earth, humanity turned to the stars. Thus, the UNSC, or United Nations Space Command, was born. In the year 2291, the Shaw-Fujikawa translight engine was developed, allowing ships to travel close to the speed of light and making colonization of distant planets much easier. In just a few decades, humanity had colonized nearly 800 worlds."

"Your people must be centuries more advanced than us." Ozpin remarked.

"Yeah, well it didn't do us much in the end. Earlier, I mentioned that there's no Grimm in my world. Well, apparently evil has to exist in some form or another... and that evil came in the form of the Covenant. They started with Harvest, a small agriculture world with a population of a few billion people."

"And what, pray tell, is the Covenant?"

"The Covenant Empire was an alliance of eight alien species that had weapons that could destroy worlds. If the fact that their technology was millenia more advanced than ours wasn't bad enough, they vastly outnumbered us. For every ship that we had, for every soldier that we had, they always had more.

More and more worlds began to fall to the Covenant as our forces were overrun. All hope seemed lost for humanity as more and more people fell victim to the Covenant's genocide. But what gave humanity hope was the Spartans. The Spartans were super soldiers that were first commissioned to quell insurrections and rebellions, but were repurposed to fight the Covenant. The first Spartan project was a failure, but the Spartan IIs were much improved. With augmentations that made them better than a regular human in every way possible and armor costing as much as a skyscraper but enhancing their abilities even more, they managed to slow down the Covenant's advance."

"And I take it that you are one of those Spartans?" Ozpin inquired, his face unreadable.

"Yes, I am a Spartan, but not one of the Spartan IIs. I am actually a Spartan III. Spartan IIIs are orphans who were taken in by the UNSC. We were mass produced and sent on suicide missions since we are much cheaper to make than our predecessors."

"You talk about yourself as if you're an expendable tool or machine."

Six shrugged nonchalantly. "That's pretty much what we are. It sounds horrible, and honestly, I guess it is. But all of us accepted at the start that this was what had to be done, even if all of us died in action. But I digress. Eventually, the Covenant came to Reach, one of the UNSC's powerhouse planets, our fortress among the stars. I and five other Spartans formed Noble Team, which was stationed on Reach during the Covenant attack. When Reach was deemed lost, to give humanity a fighting chance, we were tasked with escorting a high priority package to one or our superiors and making sure he escaped with it. All of us but I and one other gave their lives for the mission. The only reason I survived was because I was saved by four women, who sent me here."

Ozpin's eyes widened slightly. "Do you mean the Four Maidens?"

"If you mean Winter, Spring, Summer, and Autumn, then yeah." Six got up and headed toward the door.

"Hmm… I will have to document this. Do you mind if I do?"

Six turned around, his hand closed around the doorknob. "No, not at all. By the way, you seem to be taking this awfully well."

"Well, judging by your armor and weapons, all of which have the UNSC logo on them, I have no choice but to believe you."

"...Good point."

* * *

"Woooow! I forgot how big the Transmit tower looks up close!" Ruby admired the monumental spire that towered over the sparse trees and crossroads below.

"You should see the one in Atlas!" Weiss replied.

"That was the first one, right?"

"Correct. Atlas developed the Cross Continental Transmit System to allow the four kingdoms to communicate with one another. It was their gift to the world after the Great War." Weiss answered as the pair headed towards the building's entrance.

"Oooh, look at me! My name's Weiss! I know facts! I'm rich!" Ruby imitated, pinching her nose to produce an annoyingly high-pitched and nasal voice (*cough* *cough*). She responded to Weiss's frown by snorting into her hands.

"Don't be a pest! Besides, the only reason we're here is because you like the tower so much! We could have just as easily made a call from the library!"

"I know, but it's so coool! Ooh, I'm going to take a picture!"

She tried to pull her Scroll out of her pocket, only to have it snag on the corners of the tiny pouch. "Uggh, stupid girl pockets!" She groaned as she tugged at her device. With a final pull, the Scroll was ejected from her clothes and bounced along the pavement until it landed at a bystander's feet.

"Oh!" The pedestrian picked up the Scroll and extended offered it to the clumsy teen. "You dropped this."

Ruby immediately recognized her. "Penny?!"

"Uuuh…"

"Where have you been? We haven't seen you since that night at the docks!"

"S-Sorry. I think you're confused." She started to hiccup as she tossed the Scroll into Ruby's hands. "Uh... I've got to go!" The ginger turned on the spot and walked away quickly.

"What was that about?" Weiss asked Ruby, confused.

"I don't know, but I'm going to find out." Ruby began to walk in the direction Penny went. "You go make your call! I'll meet up with you later!"

"Wait!" Weiss called out futilely. By the time she had finished saying the word, Ruby was already out of sight.

Ruby finally caught up to Penny as she descended some stairs. "Penny! Where have you been? It's been weeks!"

"There seems to be a... misunderstanding." Penny continued trying to avoid Ruby.

"What?! Penny... Is everything okay?" Penny continued walking forward robotically as if Ruby wasn't there. Everything Ruby did to try to get her friend's attention went unnoticed until Ruby grabbed her by the arm. "Penny, please stop!" Penny stopped to listen. "Look, I don't know what's wrong, but you have to listen to me! Those guys we fought at the docks, we think they're up to something big, something bad! I need you to tell me what happened to you that night! Please... As a friend."

Penny sighed, her eyes flitting to her left and right, before leaning in close to Ruby. "It isn't safe to talk here."

A few minutes later, the two were strolling down the street.

"I wish I could help you, Ruby, but I don't know anything about those men."

"Well, what happened to you that night? We were all together, and then you just disappeared! Were you kidnapped?"

"Oh, no! Nothing like that!" Penny denied.

"Then where did you go?"

"I've never been to another kingdom before. My father asked me not to venture out too far, but... You have to understand, my father loves me very much; he just worries a lot."

"Believe me, I know the feeling." The two friends turned to grin at each other. "But why not let us know you were okay?"

"I... was asked not to talk to you. Or Weiss. Or Blake. Or Yang. Anybody, really."

"Was your dad that upset?"

"No, it wasn't my father…"

The blare of megaphones interrupted Penny. Curious, the two turned around the corner to look at the platform in the center of a plaza where the holographic image of James Ironwood was projected before six advanced- looking androids. They were humanoid, with blank, visored faces. Pistons and gears could be seen in the shoulders and other areas where it was not protected by armor. These robots were standing in front of two large metal storage cases with the Atlas spear-and-shield emblem on their doors.

Ironwood continued to speak as the crowd settled down. "The AK-130 has been a standard security model of Remnant for several years, and they have done a fine job. Wouldn't you agree? Wouldn't you agree?" The droids responded to the audience's ovation by taking jerky, awkward-looking bows. "But... the kingdom of Atlas is a kingdom of innovation, and 'fine'... Well, that's just not good enough, is it? Presenting... the Atlesian Knight-200!" The doors to the cases rolled up, and six more advanced- looking automatons stood at attention before kicking their predecessors down to the ground. These new droids were clad in pristine white armor, with their black robotic workings visible underneath. "Smarter, sleeker, and admittedly, a little less scary." The robots flexed their arms and struck poses for the roaring audience. "These models will become active later this year, but they won't be alone! Now, the Atlesian Military has always supported the idea of removing men from the dangers of the battlefield. However, there are still many situations that will undoubtedly require... a human touch."

Ruby's head snapped towards the display as the last line was said.

"Ruby..?" Penny asked nervously.

"So, our kingdom's greatest minds, in cooperation with the Schnee Dust Company, are proud to introduce... the Atlesian Paladin!"

Ironwood's image was replaced with the hologram of a robotic white behemoth, boasting hinged piston legs, giant cannons for arms, and a rectangular head, standing at least three times as tall as the smaller Knights below it.

"Now, we couldn't have him here for you today, but these mechanized battle suits will be seen defending the borders of our kingdom within the year!"

"Whoa…"

"Ruby? Maybe we should go somewhere else."

At the side of the stage, two armored soldiers seemed to spot Penny. They wore white-gray body armor with blue markings which covered their upper bodies. Their helmets covered their faces entirely, except for their mouths. Rifles slung across their backs and pistols holstered on their hips gave them a menacing look. One of them pointed her out and began to radio for backup. Penny backed away and broke into a run, snapping Ruby out of her stupor.

"Penny! Wait! Where are you going?"

Ruby turned to look back at the soldiers chasing after her friend, and realizing Penny's situation, swiftly trailed her in an attempt to catch up to her down the winding alley.

One of the Atlesian soldiers motioned down the alley. "Down here! She went this way!"

Penny and Ruby dashed across the street with the soldiers in tow. A speeding car nearly ran one over, but was halted in its tracks when the enhanced soldier braced his hands against its hood. While he checked the driver for injuries, his partner continued pursuing the girls.

Ruby deployed Crescent Rose and sliced easily through a flimsy- looking scaffold, making the boxes it was just barely supporting topple down and block the narrow path. She leaped onto the side of a building and started to wallrun on it, before boosting herself feet first into the wall next to Penny, her arms wrapping tightly around her friend's waist.

"This way!" She grimaced with the effort before the two disappeared in a flash of red and a cloud of rose petals.

Ruby rocketed away as fast as she could while carrying Penny, sending boxes and wooden planks flying. Keeping up her Semblance for extended periods of time was quite easy for Ruby due to her sight build. However, she quickly found that carrying something as heavy as Penny (she was abnormally heavy for a girl her size) made it much harder. She felt her strength beginning to drain as soon as she activated her Semblance, and despite her best efforts, she could not keep it up. Her eyes rolled back in her head, her body going limp. Ruby slammed into the ground, her grip on Penny loosening. Her momentum made her skid on the gravel into the middle of the street. Dazed from the fall, she didn't hear the honking growing louder and louder behind her until it was too late. She stood up and turned to see herself face-to-face with a speeding truck's headlights.

Penny suddenly shoved Ruby out of the way just in time and held her palms out in front of her.

Most of the truck's front end was crumpled like a piece of paper by the impact. The ground beneath Penny's feet cracked and crumbled into little more than gravel, and the From Dust Till Dawn truck was lifted into the air by the girl's supernatural strength. As Penny put down the destroyed truck, the driver and Ruby stared in tandem at the vehicle's crushed hood, both just processing what had just transpired.

"Penny..?" Ruby asked, her eyes wide open with terror and uncertainty.

"Are you okay?" Penny asked the frightened driver. On closer look, it was the very Shopkeep that Ruby and Six had saved from Roman and his thugs. Despite having been literally milliseconds away from death, Ruby couldn't help but feel sorry for the man who always seemed to get caught up in RWBY's shenanigans.

"Uh-huh…" The Shopkeep nodded tentatively. Penny backed away, looking at Ruby's shocked expression, then at the bystanders murmuring in an attempt to understand what had just happened. In her panic, she fled from the Atlas soldiers who had just appeared on the scene and bumped into Ruby, knocking the poor girl out of her stupor as her friend tried, yet again, to escape.

"Penny! Come back!" she followed the girl as the soldiers commenced inspecting the scene.

Penny scanned the area for more escape routes as she exited the alleyway. "Um... uh…"

Ruby was honestly getting exasperated at her friend's vagueness. "Penny! Please! What is going on?! Why are you running? How did you do that?!"

"I-I can't! Everything's fine!" Every lie was followed by a hiccup, making detecting the untruths very easy. "I-I don't want to talk about it"

"Penny, if you can just tell me what's wrong, I can help you!"

Penny began to retreat. "No! No, no! You wouldn't understand…"

"Let me try! You can trust me!"

Penny finally relented, leaning up to Ruby's face desperately. "You're my friend, right? You promise you're my friend?!"

"I promise." Ruby whispered.

Penny went silent and looked at her hands. "Ruby... I'm not a real girl."

Penny flipped her palms over. Parts of the skin had been torn away like paper, revealing silvery metal underneath. She stared sadly at Ruby's conflicted face.

"Oh."

* * *

A/N: God I am such a lazy bastard. Apologies.


End file.
